UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-05443
NAME OF REGISTRANT: CALAMOS INVESTMENT TRUST/IL
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 2020 Calamos Court
Naperville, IL 60563-2787
NAME AND ADDRESS OF AGENT FOR SERVICE: John P Calamos, Sr., Founder,
Chairman and Global Chief
Investment Officer
Calamos Advisors LLC
2020 Calamos Court
Naperville, IL 60563-2787
REGISTRANT'S TELEPHONE NUMBER: (630) 245-7200
DATE OF FISCAL YEAR END: 10/31
DATE OF REPORTING PERIOD: 07/01/2022 - 06/30/2023
Calamos Convertible Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
Calamos Dividend Growth Fund
--------------------------------------------------------------------------------------------------------------------------
ABBOTT LABORATORIES Agenda Number: 935777865
--------------------------------------------------------------------------------------------------------------------------
Security: 002824100
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: ABT
ISIN: US0028241000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. J. Alpern Mgmt For For
1b. Election of Director: C. Babineaux-Fontenot Mgmt For For
1c. Election of Director: S. E. Blount Mgmt For For
1d. Election of Director: R. B. Ford Mgmt For For
1e. Election of Director: P. Gonzalez Mgmt For For
1f. Election of Director: M. A. Kumbier Mgmt For For
1g. Election of Director: D. W. McDew Mgmt For For
1h. Election of Director: N. McKinstry Mgmt For For
1i. Election of Director: M. G. O'Grady Mgmt For For
1j. Election of Director: M. F. Roman Mgmt For For
1k. Election of Director: D. J. Starks Mgmt For For
1l. Election of Director: J. G. Stratton Mgmt For For
2. Ratification of Ernst & Young LLP As Mgmt For For
Auditors
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Approval of the Frequency of Shareholder
Votes on Executive Compensation
5. Shareholder Proposal - Special Shareholder Shr Against For
Meeting Threshold
6. Shareholder Proposal - Independent Board Shr Against For
Chairman
7. Shareholder Proposal - Lobbying Disclosure Shr Against For
8. Shareholder Proposal - Incentive Shr Against For
Compensation
--------------------------------------------------------------------------------------------------------------------------
ABBVIE INC. Agenda Number: 935786484
--------------------------------------------------------------------------------------------------------------------------
Security: 00287Y109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ABBV
ISIN: US00287Y1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Robert J. Mgmt For For
Alpern
1b. Election of Class II Director: Melody B. Mgmt For For
Meyer
1c. Election of Class II Director: Frederick H. Mgmt For For
Waddell
2. Ratification of Ernst & Young LLP as Mgmt For For
AbbVie's independent registered public
accounting firm for 2023.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Approval of a management proposal regarding Mgmt For For
amendment of the certificate of
incorporation to eliminate supermajority
voting.
5. Stockholder Proposal - to Implement Simple Shr Against For
Majority Vote.
6. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Political Spending.
7. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Lobbying.
8. Stockholder Proposal - to Issue a Report on Shr Against For
Patent Process.
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ADOBE INC. Agenda Number: 935770126
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: ADBE
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Amy Banse
1b. Election of Director to serve for a Mgmt For For
one-year term: Brett Biggs
1c. Election of Director to serve for a Mgmt For For
one-year term: Melanie Boulden
1d. Election of Director to serve for a Mgmt For For
one-year term: Frank Calderoni
1e. Election of Director to serve for a Mgmt For For
one-year term: Laura Desmond
1f. Election of Director to serve for a Mgmt For For
one-year term: Shantanu Narayen
1g. Election of Director to serve for a Mgmt For For
one-year term: Spencer Neumann
1h. Election of Director to serve for a Mgmt For For
one-year term: Kathleen Oberg
1i. Election of Director to serve for a Mgmt For For
one-year term: Dheeraj Pandey
1j. Election of Director to serve for a Mgmt For For
one-year term: David Ricks
1k. Election of Director to serve for a Mgmt For For
one-year term: Daniel Rosensweig
1l. Election of Director to serve for a Mgmt For For
one-year term: John Warnock
2. Approve the 2019 Equity Incentive Plan, as Mgmt For For
amended, to increase the available share
reserve by 12,000,000 shares.
3. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending on December
1, 2023.
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
5. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
6. Stockholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records.
--------------------------------------------------------------------------------------------------------------------------
ALCON INC. Agenda Number: 935839603
--------------------------------------------------------------------------------------------------------------------------
Security: H01301128
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ALC
ISIN: CH0432492467
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the operating and financial Mgmt For For
review of Alcon Inc., the annual financial
statements of Alcon Inc. and the
consolidated financial statements for 2022
2. Discharge of the members of the Board of Mgmt For For
Directors and the members of the Executive
Committee
3. Appropriation of earnings and declaration Mgmt For For
of dividend as per the balance sheet of
Alcon Inc. of December 31, 2022
4a. Consultative vote on the 2022 Compensation Mgmt For For
Report
4b. Binding vote on the maximum aggregate Mgmt For For
amount of compensation of the Board of
Directors for the next term of office, i.e.
from the 2023 Annual General Meeting to the
2024 Annual General Meeting
4c. Binding vote on the maximum aggregate Mgmt For For
amount of compensation of the Executive
Committee for the following financial year,
i.e. 2024
5a. Re-election of F. Michael Ball(as Member of Mgmt For For
the Board of Directors and Chair)
5b. Re-election of Lynn D. Bleil (as Member of Mgmt For For
the Board of Directors)
5c. Re-election of Raquel C. Bono (as Member of Mgmt For For
the Board of Directors)
5d. Re-election of Arthur Cummings (as Member Mgmt For For
of the Board of Directors)
5e. Re-election of David J. Endicott (as Member Mgmt For For
of the Board of Directors)
5f. Re-election of Thomas Glanzmann (as Member Mgmt For For
of the Board of Directors)
5g. Re-election of D. Keith Grossman (as Member Mgmt For For
of the Board of Directors)
5h. Re-election of Scott Maw (as Member of the Mgmt For For
Board of Directors)
5i. Re-election of Karen May (as Member of the Mgmt For For
Board of Directors)
5j. Re-election of Ines Poschel (as Member of Mgmt For For
the Board of Directors)
5k. Re-election of Dieter Spalti (as Member of Mgmt For For
the Board of Directors)
6a. Re-elections of the members of the Mgmt For For
Compensation Committee: Thomas Glanzmann
6b. Re-elections of the members of the Mgmt For For
Compensation Committee: Scott Maw
6c. Re-elections of the members of the Mgmt For For
Compensation Committee: Karen May
6d. Re-elections of the members of the Mgmt For For
Compensation Committee: Ines Poschel
7. Re-election of the independent Mgmt For For
representative
8. Re-election of the statutory auditors Mgmt For For
9a. Amendments to the Articles of Mgmt For For
Incorporation: Deletion of current Article
4a and introduction of a capital range (new
Article 4a)
9b. Amendments to the Articles of Mgmt For For
Incorporation: Introduction of a
conditional share capital (new Article 4b)
9c. Amendments to the Articles of Mgmt For For
Incorporation: Share capital (Article 4 and
new Article 4c)
9d. Amendments to the Articles of Mgmt For For
Incorporation: Shareholders matters
(Articles 9, 10 para. 2, 11 para. 1, 12,
17, 18 and 38)
9e. Amendments to the Articles of Mgmt For For
Incorporation: Board of Directors and
related topics (Articles 22 and 24 para. 1)
9f. Amendments to the Articles of Mgmt For For
Incorporation: Compensation and related
topics (Articles 29 para. 4, 30, 33 and 34
para. 3 and para. 4)
10. General instruction in case of new agenda Mgmt Against Against
items or proposals during the Annual
General Meeting (please check one box only)
* If you vote FOR, you will be voting in
accordance with the recommendation of the
Board of Directors. ** If you vote AGAINST,
you will be voting against the new agenda
items or proposals. *** If you vote
ABSTAIN, you will ABSTAIN from voting.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AMERICAN ELECTRIC POWER COMPANY, INC. Agenda Number: 935778083
--------------------------------------------------------------------------------------------------------------------------
Security: 025537101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: AEP
ISIN: US0255371017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicholas K. Akins Mgmt For For
1b. Election of Director: J. Barnie Beasley, Mgmt For For
Jr.
1c. Election of Director: Ben Fowke Mgmt For For
1d. Election of Director: Art A. Garcia Mgmt For For
1e. Election of Director: Linda A. Goodspeed Mgmt For For
1f. Election of Director: Donna A. James Mgmt For For
1g. Election of Director: Sandra Beach Lin Mgmt For For
1h. Election of Director: Margaret M. McCarthy Mgmt For For
1i. Election of Director: Oliver G. Richard III Mgmt For For
1j. Election of Director: Daryl Roberts Mgmt For For
1k. Election of Director: Julia A. Sloat Mgmt For For
1l. Election of Director: Sara Martinez Tucker Mgmt For For
1m. Election of Director: Lewis Von Thaer Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Amendment to the Company's Bylaws to Mgmt For For
eliminate supermajority voting provisions.
4. Advisory approval of the Company's Mgmt For For
executive compensation.
5. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on the Company's
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 935784808
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas J. Baltimore
1b. Election of Director for a term of one Mgmt For For
year: John J. Brennan
1c. Election of Director for a term of one Mgmt For For
year: Peter Chernin
1d. Election of Director for a term of one Mgmt For For
year: Walter J. Clayton III
1e. Election of Director for a term of one Mgmt For For
year: Ralph de la Vega
1f. Election of Director for a term of one Mgmt For For
year: Theodore J. Leonsis
1g. Election of Director for a term of one Mgmt For For
year: Deborah P. Majoras
1h. Election of Director for a term of one Mgmt For For
year: Karen L. Parkhill
1i. Election of Director for a term of one Mgmt For For
year: Charles E. Phillips
1j. Election of Director for a term of one Mgmt For For
year: Lynn A. Pike
1k. Election of Director for a term of one Mgmt For For
year: Stephen J. Squeri
1l. Election of Director for a term of one Mgmt For For
year: Daniel L. Vasella
1m. Election of Director for a term of one Mgmt For For
year: Lisa W. Wardell
1n. Election of Director for a term of one Mgmt For For
year: Christopher D. Young
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
4. Advisory resolution to approve the Mgmt 1 Year For
frequency of future advisory say-on-pay
votes.
5. Shareholder proposal relating to Shr For Against
shareholder ratification of excessive
termination pay.
6. Shareholder proposal relating to abortion & Shr Against For
consumer data privacy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 935793629
--------------------------------------------------------------------------------------------------------------------------
Security: 026874784
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: AIG
ISIN: US0268747849
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: PAOLA BERGAMASCHI Mgmt For For
1b. Election of Director: JAMES COLE, JR. Mgmt For For
1c. Election of Director: W. DON CORNWELL Mgmt For For
1d. Election of Director: LINDA A. MILLS Mgmt For For
1e. Election of Director: DIANA M. MURPHY Mgmt For For
1f. Election of Director: PETER R. PORRINO Mgmt For For
1g. Election of Director: JOHN G. RICE Mgmt For For
1h. Election of Director: THERESE M. VAUGHAN Mgmt For For
1i. Election of Director: VANESSA A. WITTMAN Mgmt For For
1j. Election of Director: PETER ZAFFINO Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareholder Proposal Requesting an Shr Against For
Independent Board Chair Policy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN TOWER CORPORATION Agenda Number: 935806008
--------------------------------------------------------------------------------------------------------------------------
Security: 03027X100
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMT
ISIN: US03027X1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas A. Bartlett Mgmt For For
1b. Election of Director: Kelly C. Chambliss Mgmt For For
1c. Election of Director: Teresa H. Clarke Mgmt For For
1d. Election of Director: Raymond P. Dolan Mgmt For For
1e. Election of Director: Kenneth R. Frank Mgmt For For
1f. Election of Director: Robert D. Hormats Mgmt For For
1g. Election of Director: Grace D. Lieblein Mgmt For For
1h. Election of Director: Craig Macnab Mgmt For For
1i. Election of Director: JoAnn A. Reed Mgmt For For
1j. Election of Director: Pamela D. A. Reeve Mgmt For For
1k. Election of Director: Bruce L. Tanner Mgmt For For
1l. Election of Director: Samme L. Thompson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023.
3. To approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. To vote, on an advisory basis, on the Mgmt 1 Year For
frequency with which the Company will hold
a stockholder advisory vote on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APPLIED MATERIALS, INC. Agenda Number: 935760858
--------------------------------------------------------------------------------------------------------------------------
Security: 038222105
Meeting Type: Annual
Meeting Date: 09-Mar-2023
Ticker: AMAT
ISIN: US0382221051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rani Borkar Mgmt For For
1b. Election of Director: Judy Bruner Mgmt For For
1c. Election of Director: Xun (Eric) Chen Mgmt For For
1d. Election of Director: Aart J. de Geus Mgmt For For
1e. Election of Director: Gary E. Dickerson Mgmt For For
1f. Election of Director: Thomas J. Iannotti Mgmt For For
1g. Election of Director: Alexander A. Karsner Mgmt For For
1h. Election of Director: Kevin P. March Mgmt For For
1i. Election of Director: Yvonne McGill Mgmt For For
1j. Election of Director: Scott A. McGregor Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Applied Materials' named
executive officers for fiscal year 2022.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. Ratification of the appointment of KPMG LLP Mgmt For For
as Applied Materials' independent
registered public accounting firm for
fiscal year 2023.
5. Shareholder proposal to amend the Shr Against For
appropriate company governing documents to
give the owners of a combined 10% of our
outstanding common stock the power to call
a special shareholder meeting.
6. Shareholder proposal to improve the Shr Against For
executive compensation program and policy
to include the CEO pay ratio factor.
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ASSURANT, INC. Agenda Number: 935785165
--------------------------------------------------------------------------------------------------------------------------
Security: 04621X108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: AIZ
ISIN: US04621X1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Elaine D. Rosen Mgmt For For
1b. Election of Director: Paget L. Alves Mgmt For For
1c. Election of Director: Rajiv Basu Mgmt For For
1d. Election of Director: J. Braxton Carter Mgmt For For
1e. Election of Director: Juan N. Cento Mgmt For For
1f. Election of Director: Keith W. Demmings Mgmt For For
1g. Election of Director: Harriet Edelman Mgmt For For
1h. Election of Director: Sari Granat Mgmt For For
1i. Election of Director: Lawrence V. Jackson Mgmt For For
1j. Election of Director: Debra J. Perry Mgmt For For
1k. Election of Director: Ognjen (Ogi) Redzic Mgmt For For
1l. Election of Director: Paul J. Reilly Mgmt For For
1m. Election of Director: Robert W. Stein Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Assurant's
Independent Registered Public Accounting
Firm for 2023.
3. Advisory approval of the 2022 compensation Mgmt For For
of the Company's named executive officers.
4. Advisory approval of the frequency of Mgmt 1 Year For
executive compensation votes.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BERKSHIRE HATHAWAY INC. Agenda Number: 935785418
--------------------------------------------------------------------------------------------------------------------------
Security: 084670702
Meeting Type: Annual
Meeting Date: 06-May-2023
Ticker: BRKB
ISIN: US0846707026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Warren E. Buffett Mgmt For For
Charles T. Munger Mgmt For For
Gregory E. Abel Mgmt For For
Howard G. Buffett Mgmt For For
Susan A. Buffett Mgmt For For
Stephen B. Burke Mgmt For For
Kenneth I. Chenault Mgmt For For
Christopher C. Davis Mgmt For For
Susan L. Decker Mgmt For For
Charlotte Guyman Mgmt For For
Ajit Jain Mgmt For For
Thomas S. Murphy, Jr. Mgmt For For
Ronald L. Olson Mgmt For For
Wallace R. Weitz Mgmt For For
Meryl B. Witmer Mgmt For For
2. Non-binding resolution to approve the Mgmt For For
compensation of the Company's Named
Executive Officers, as described in the
2023 Proxy Statement.
3. Non-binding resolution to determine the Mgmt 3 Years For
frequency (whether annual, biennial or
triennial) with which shareholders of the
Company shall be entitled to have an
advisory vote on executive compensation.
4. Shareholder proposal regarding how the Shr Against For
Company manages physical and transitional
climate related risks and opportunities.
5. Shareholder proposal regarding how climate Shr Against For
related risks are being governed by the
Company.
6. Shareholder proposal regarding how the Shr Against For
Company intends to measure, disclose and
reduce GHG emissions associated with its
underwriting, insuring and investment
activities.
7. Shareholder proposal regarding the Shr Against For
reporting on the effectiveness of the
Corporation's diversity, equity and
inclusion efforts.
8. Shareholder proposal regarding the adoption Shr Against For
of a policy requiring that two separate
people hold the offices of the Chairman and
the CEO.
9. Shareholder proposal requesting that the Shr Against For
Company avoid supporting or taking a public
policy position on controversial social and
political issues.
--------------------------------------------------------------------------------------------------------------------------
BLACKROCK, INC. Agenda Number: 935821000
--------------------------------------------------------------------------------------------------------------------------
Security: 09247X101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: BLK
ISIN: US09247X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bader M. Alsaad Mgmt For For
1b. Election of Director: Pamela Daley Mgmt For For
1c. Election of Director: Laurence D. Fink Mgmt For For
1d. Election of Director: William E. Ford Mgmt For For
1e. Election of Director: Fabrizio Freda Mgmt For For
1f. Election of Director: Murry S. Gerber Mgmt For For
1g. Election of Director: Margaret "Peggy" L. Mgmt For For
Johnson
1h. Election of Director: Robert S. Kapito Mgmt For For
1i. Election of Director: Cheryl D. Mills Mgmt For For
1j. Election of Director: Gordon M. Nixon Mgmt For For
1k. Election of Director: Kristin C. Peck Mgmt For For
1l. Election of Director: Charles H. Robbins Mgmt For For
1m. Election of Director: Marco Antonio Slim Mgmt For For
Domit
1n. Election of Director: Hans E. Vestberg Mgmt For For
1o. Election of Director: Susan L. Wagner Mgmt For For
1p. Election of Director: Mark Wilson Mgmt For For
2. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
3. Approval, in a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future executive
compensation advisory votes.
4. Ratification of the appointment of Deloitte Mgmt For For
LLP as BlackRock's independent registered
public accounting firm for the fiscal year
2023.
5. Shareholder Proposal - Civil rights, Shr Against For
non-discrimination and returns to merit
audit.
6. Shareholder Proposal - Production of a Shr Against For
report on BlackRock's ability to "engineer
decarbonization in the real economy".
7. Shareholder Proposal - Impact report for Shr Against For
climate-related human risks of iShares U.S.
Aerospace and Defense Exchange-Traded Fund.
--------------------------------------------------------------------------------------------------------------------------
BOOKING HOLDINGS INC. Agenda Number: 935842244
--------------------------------------------------------------------------------------------------------------------------
Security: 09857L108
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: BKNG
ISIN: US09857L1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Glenn D. Fogel Mgmt For For
Mirian M. Graddick-Weir Mgmt For For
Wei Hopeman Mgmt For For
Robert J. Mylod, Jr. Mgmt For For
Charles H. Noski Mgmt For For
Larry Quinlan Mgmt For For
Nicholas J. Read Mgmt For For
Thomas E. Rothman Mgmt For For
Sumit Singh Mgmt For For
Lynn V. Radakovich Mgmt For For
Vanessa A. Wittman Mgmt For For
2. Advisory vote to approve 2022 executive Mgmt For For
compensation.
3. Ratification of Deloitte & Touche LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
4. Advisory vote on the frequency of future Mgmt 1 Year For
non-binding advisory votes on the
compensation paid by the Company to its
named executive officers.
5. Stockholder proposal requesting a Shr For Against
non-binding stockholder vote to ratify
termination pay of executives.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 935766189
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Diane M. Bryant Mgmt For For
1b. Election of Director: Gayla J. Delly Mgmt For For
1c. Election of Director: Raul J. Fernandez Mgmt For For
1d. Election of Director: Eddy W. Hartenstein Mgmt For For
1e. Election of Director: Check Kian Low Mgmt For For
1f. Election of Director: Justine F. Page Mgmt For For
1g. Election of Director: Henry Samueli Mgmt For For
1h. Election of Director: Hock E. Tan Mgmt For For
1i. Election of Director: Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse Coopers LLP as the
independent registered public accounting
firm of Broadcom for the fiscal year ending
October 29, 2023.
3. Approve an amendment and restatement of the Mgmt For For
2012 Stock Incentive Plan.
4. Advisory vote to approve the named Mgmt For For
executive officer compensation.
5. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on named executive officer
compensation.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 935813027
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2022
2a Allocation of disposable profit Mgmt For For
2b Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3 Discharge of the Board of Directors Mgmt For For
4a Election of PricewaterhouseCoopers AG Mgmt For For
(Zurich) as our statutory auditor
4b Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP (United States)
as independent registered public accounting
firm for purposes of U.S. securities law
reporting
4c Election of BDO AG (Zurich) as special Mgmt For For
audit firm
5a Election of Director: Evan G. Greenberg Mgmt For For
5b Election of Director: Michael P. Connors Mgmt For For
5c Election of Director: Michael G. Atieh Mgmt For For
5d Election of Director: Kathy Bonanno Mgmt For For
5e Election of Director: Nancy K. Buese Mgmt For For
5f Election of Director: Sheila P. Burke Mgmt For For
5g Election of Director: Michael L. Corbat Mgmt For For
5h Election of Director: Robert J. Hugin Mgmt For For
5i Election of Director: Robert W. Scully Mgmt For For
5j Election of Director: Theodore E. Shasta Mgmt For For
5k Election of Director: David H. Sidwell Mgmt For For
5l Election of Director: Olivier Steimer Mgmt For For
5m Election of Director: Frances F. Townsend Mgmt For For
6 Election of Evan G. Greenberg as Chairman Mgmt For For
of the Board of Directors
7a Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b Election of the Compensation Committee of Mgmt For For
the Board of Directors: David H. Sidwell
7c Election of the Compensation Committee of Mgmt For For
the Board of Directors: Frances F. Townsend
8 Election of Homburger AG as independent Mgmt For For
proxy
9a Amendments to the Articles of Association: Mgmt For For
Amendments relating to Swiss corporate law
updates
9b Amendments to the Articles of Association: Mgmt For For
Amendment to advance notice period
10a Reduction of share capital: Cancellation of Mgmt For For
repurchased shares
10b Reduction of share capital: Par value Mgmt For For
reduction
11a Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of the Board of Directors
until the next annual general meeting
11b Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of Executive Management for
the 2024 calendar year
11c Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Advisory vote to
approve the Swiss compensation report
12 Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
13 Advisory vote on the frequency of the U.S. Mgmt 1 Year For
securities law advisory vote on executive
compensation
14 Shareholder proposal on greenhouse gas Shr Against For
emissions targets, if properly presented
15 Shareholder proposal on human rights and Shr Against For
underwriting, if properly presented.
A If a new agenda item or a new proposal for Mgmt For For
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 935723216
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. Michele Burns Mgmt For For
1b. Election of Director: Wesley G. Bush Mgmt For For
1c. Election of Director: Michael D. Capellas Mgmt For For
1d. Election of Director: Mark Garrett Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Dr. Kristina M. Mgmt For For
Johnson
1g. Election of Director: Roderick C. Mcgeary Mgmt For For
1h. Election of Director: Sarah Rae Murphy Mgmt For For
1i. Election of Director: Charles H. Robbins Mgmt For For
1j. Election of Director: Brenton L. Saunders Mgmt For For
1k. Election of Director: Dr. Lisa T. Su Mgmt For For
1l. Election of Director: Marianna Tessel Mgmt For For
2. Approval, on an advisory basis, of Mgmt For For
executive compensation.
3. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Cisco's independent registered public
accounting firm for fiscal 2023.
4. Stockholder Proposal - Approval to have Shr Against For
Cisco's Board issue a tax transparency
report in consideration of the Global
Reporting Initiative's Tax Standard.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 935781030
--------------------------------------------------------------------------------------------------------------------------
Security: 172967424
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: C
ISIN: US1729674242
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ellen M. Costello Mgmt For For
1b. Election of Director: Grace E. Dailey Mgmt For For
1c. Election of Director: Barbara J. Desoer Mgmt For For
1d. Election of Director: John C. Dugan Mgmt For For
1e. Election of Director: Jane N. Fraser Mgmt For For
1f. Election of Director: Duncan P. Hennes Mgmt For For
1g. Election of Director: Peter B. Henry Mgmt For For
1h. Election of Director: S. Leslie Ireland Mgmt For For
1i. Election of Director: Renee J. James Mgmt For For
1j. Election of Director: Gary M. Reiner Mgmt For For
1k. Election of Director: Diana L. Taylor Mgmt For For
1l. Election of Director: James S. Turley Mgmt For For
1m. Election of Director: Casper W. von Koskull Mgmt For For
2. Proposal to ratify the selection of KPMG Mgmt For For
LLP as Citi's independent registered public
accountants for 2023.
3. Advisory vote to Approve our 2022 Executive Mgmt For For
Compensation.
4. Approval of additional shares for the Mgmt For For
Citigroup 2019 Stock Incentive Plan.
5. Advisory vote to Approve the Frequency of Mgmt 1 Year For
Future Advisory Votes on Executive
Compensation.
6. Stockholder proposal requesting that Shr For Against
shareholders ratify the termination pay of
any senior manager.
7. Stockholder proposal requesting an Shr Against For
Independent Board Chairman.
8. Stockholder proposal requesting a report on Shr Against For
the effectiveness of Citi's policies and
practices in respecting Indigenous Peoples'
rights in Citi's existing and proposed
financing.
9. Stockholder proposal requesting that the Shr Against For
Board adopt a policy to phase out new
fossil fuel financing.
--------------------------------------------------------------------------------------------------------------------------
COMCAST CORPORATION Agenda Number: 935845492
--------------------------------------------------------------------------------------------------------------------------
Security: 20030N101
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: CMCSA
ISIN: US20030N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kenneth J. Bacon Mgmt For For
Thomas J. Baltimore Jr. Mgmt For For
Madeline S. Bell Mgmt For For
Edward D. Breen Mgmt For For
Gerald L. Hassell Mgmt For For
Jeffrey A. Honickman Mgmt For For
Maritza G. Montiel Mgmt For For
Asuka Nakahara Mgmt For For
David C. Novak Mgmt For For
Brian L. Roberts Mgmt For For
2. Ratification of the appointment of our Mgmt For For
independent auditors.
3. Approval of Comcast Corporation 2023 Mgmt For For
Omnibus Equity Incentive Plan.
4. Approval of Amended and Restated Comcast Mgmt For For
Corporation 2002 Employee Stock Purchase
Plan.
5. Advisory vote on executive compensation. Mgmt For For
6. Advisory vote on the frequency of the vote Mgmt 1 Year For
on executive compensation.
7. To perform independent racial equity audit. Shr Against For
8. To report on climate risk in default Shr Against For
retirement plan options.
9. To set different greenhouse gas emissions Shr Against For
reduction targets.
10. To report on political contributions and Shr Against For
company values alignment.
11. To report on business in China. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 935796194
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dennis V. Arriola Mgmt For For
1b. Election of Director: Jody Freeman Mgmt For For
1c. Election of Director: Gay Huey Evans Mgmt For For
1d. Election of Director: Jeffrey A. Joerres Mgmt For For
1e. Election of Director: Ryan M. Lance Mgmt For For
1f. Election of Director: Timothy A. Leach Mgmt For For
1g. Election of Director: William H. McRaven Mgmt For For
1h. Election of Director: Sharmila Mulligan Mgmt For For
1i. Election of Director: Eric D. Mullins Mgmt For For
1j. Election of Director: Arjun N. Murti Mgmt For For
1k. Election of Director: Robert A. Niblock Mgmt For For
1l. Election of Director: David T. Seaton Mgmt For For
1m. Election of Director: R.A. Walker Mgmt For For
2. Proposal to ratify appointment of Ernst & Mgmt For For
Young LLP as ConocoPhillips' independent
registered public accounting firm for 2023.
3. Advisory Approval of Executive Mgmt For For
Compensation.
4. Advisory Vote on Frequency of Advisory Vote Mgmt 1 Year
on Executive Compensation.
5. Adoption of Amended and Restated Mgmt For For
Certificate of Incorporation on Right to
Call Special Meeting.
6. Approval of 2023 Omnibus Stock and Mgmt For For
Performance Incentive Plan of
ConocoPhillips.
7. Independent Board Chairman. Shr Against For
8. Share Retention Until Retirement. Shr Against For
9. Report on Tax Payments. Shr Against For
10. Report on Lobbying Activities. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 935795510
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr Against For
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr Against For
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 935809395
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: DXCM
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Steven R. Altman
1.2 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Richard A. Collins
1.3 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Karen Dahut
1.4 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Mark G. Foletta
1.5 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Barbara E. Kahn
1.6 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Kyle Malady
1.7 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Eric J. Topol,
M.D.
2. To ratify the selection by the Audit Mgmt For For
Committee of our Board of Directors of
Ernst & Young LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To hold a non-binding vote on an advisory Mgmt For For
resolution to approve executive
compensation.
4. To recommend a non-binding advisory Mgmt 1 Year For
resolution on the frequency of stockholder
votes on executive compensation.
5. To hold a non-binding vote on pay equity Mgmt Against For
disclosure.
--------------------------------------------------------------------------------------------------------------------------
DISCOVER FINANCIAL SERVICES Agenda Number: 935796322
--------------------------------------------------------------------------------------------------------------------------
Security: 254709108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: DFS
ISIN: US2547091080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Directors: Jeffrey S. Aronin Mgmt For For
1B Election of Directors: Mary K. Bush Mgmt For For
1C Election of Directors: Gregory C. Case Mgmt For For
1D Election of Directors: Candace H. Duncan Mgmt For For
1E Election of Directors: Joseph F. Eazor Mgmt For For
1F Election of Directors: Roger C. Hochschild Mgmt For For
1G Election of Directors: Thomas G. Maheras Mgmt For For
1H Election of Directors: John B. Owen Mgmt For For
1I Election of Directors: David L. Rawlinson Mgmt For For
II
1J Election of Directors: Beverley A. Sibblies Mgmt For For
1K Election of Directors: Mark A. Thierer Mgmt For For
1L Election of Directors: Jennifer L. Wong Mgmt For For
2 Advisory vote to approve named executive Mgmt For For
officer compensation:
3 Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation:
4 To approve the Discover Financial Services Mgmt For For
2023 Omnibus Incentive Plan:
5 To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm:
--------------------------------------------------------------------------------------------------------------------------
DTE ENERGY COMPANY Agenda Number: 935784846
--------------------------------------------------------------------------------------------------------------------------
Security: 233331107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: DTE
ISIN: US2333311072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David A. Brandon Mgmt For For
Charles G. McClure, Jr. Mgmt For For
Gail J. McGovern Mgmt For For
Mark A. Murray Mgmt For For
Gerardo Norcia Mgmt For For
Robert C. Skaggs, Jr. Mgmt For For
David A. Thomas Mgmt For For
Gary H. Torgow Mgmt For For
James H. Vandenberghe Mgmt For For
Valerie M. Williams Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors
3. Provide a nonbinding vote to approve the Mgmt For For
Company's executive compensation
4. Provide a nonbinding vote on the frequency Mgmt 1 Year For
of advisory votes to approve executive
compensation
5. Vote on a management proposal to amend our Mgmt For For
bylaws to allow shareholders with 15%
outstanding company stock in the aggregate
(held at least one year) to call a special
meeting
6. Vote on a shareholder proposal to amend our Shr Against For
bylaws to allow shareholders with 10%
outstanding company stock in the aggregate
to call a special meeting
7. Vote on a shareholder proposal to publish a Shr Against For
lobbying report
--------------------------------------------------------------------------------------------------------------------------
ELEVANCE HEALTH, INC. Agenda Number: 935797502
--------------------------------------------------------------------------------------------------------------------------
Security: 036752103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: ELV
ISIN: US0367521038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gail K. Boudreaux Mgmt For For
1b. Election of Director: R. Kerry Clark Mgmt For For
1c. Election of Director: Robert L. Dixon, Jr. Mgmt For For
1d. Election of Director: Deanna D. Strable Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote to approve the compensation
of our named executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the independent registered public
accounting firm for 2023.
5. Shareholder proposal to allow shareholders Shr Against For
owning 10% or more of our common stock to
call a special meeting of shareholders.
6. Shareholder proposal requesting annual Shr Against For
reporting from third parties seeking
financial support.
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
ENPHASE ENERGY, INC. Agenda Number: 935812013
--------------------------------------------------------------------------------------------------------------------------
Security: 29355A107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ENPH
ISIN: US29355A1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jamie Haenggi Mgmt For For
Benjamin Kortlang Mgmt For For
Richard Mora Mgmt For For
2. To approve, on advisory basis, the Mgmt For For
compensation of our named executive
officers, as disclosed in the proxy
statement.
3. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION Agenda Number: 935823977
--------------------------------------------------------------------------------------------------------------------------
Security: 30231G102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: XOM
ISIN: US30231G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael J. Angelakis Mgmt For For
1b. Election of Director: Susan K. Avery Mgmt For For
1c. Election of Director: Angela F. Braly Mgmt For For
1d. Election of Director: Gregory J. Goff Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Kaisa H. Hietala Mgmt For For
1g. Election of Director: Joseph L. Hooley Mgmt For For
1h. Election of Director: Steven A. Kandarian Mgmt For For
1i. Election of Director: Alexander A. Karsner Mgmt For For
1j. Election of Director: Lawrence W. Kellner Mgmt For For
1k. Election of Director: Jeffrey W. Ubben Mgmt For For
1l. Election of Director: Darren W. Woods Mgmt For For
2. Ratification of Independent Auditors Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation
4. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation
5. Establish a New Board Committee on Shr Against For
Decarbonization Risk
6. Reduce Executive Stock Holding Period Shr Against For
7. Additional Carbon Capture and Storage and Shr Against For
Emissions Report
8. Additional Direct Methane Measurement Shr Against For
9. Establish a Scope 3 Target and Reduce Shr Against For
Hydrocarbon Sales
10. Additional Report on Worst-case Spill and Shr Against For
Response Plans
11. GHG Reporting on Adjusted Basis Shr Against For
12. Report on Asset Retirement Obligations Shr Against For
Under IEA NZE Scenario
13. Report on Plastics Under SCS Scenario Shr Against For
14. Litigation Disclosure Beyond Legal and Shr Against For
Accounting Requirements
15. Tax Reporting Beyond Legal Requirements Shr Against For
16. Energy Transition Social Impact Report Shr Against For
17. Report on Commitment Against AMAP Work Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FORD MOTOR COMPANY Agenda Number: 935790128
--------------------------------------------------------------------------------------------------------------------------
Security: 345370860
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: F
ISIN: US3453708600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kimberly A. Casiano Mgmt For For
1b. Election of Director: Alexandra Ford Mgmt For For
English
1c. Election of Director: James D. Farley, Jr. Mgmt For For
1d. Election of Director: Henry Ford III Mgmt For For
1e. Election of Director: William Clay Ford, Mgmt For For
Jr.
1f. Election of Director: William W. Helman IV Mgmt For For
1g. Election of Director: Jon M. Huntsman, Jr. Mgmt For For
1h. Election of Director: William E. Kennard Mgmt For For
1i. Election of Director: John C. May Mgmt For For
1j. Election of Director: Beth E. Mooney Mgmt For For
1k. Election of Director: Lynn Vojvodich Mgmt For For
Radakovich
1l. Election of Director: John L. Thornton Mgmt For For
1m. Election of Director: John B. Veihmeyer Mgmt For For
1n. Election of Director: John S. Weinberg Mgmt For For
2. Ratification of Independent Registered Mgmt For For
Public Accounting Firm.
3. Say-on-Pay - An Advisory Vote to Approve Mgmt For For
the Compensation of the Named Executives.
4. An Advisory Vote on the Frequency of a Mgmt 1 Year For
Shareholder Vote to Approve the
Compensation of the Named Executives.
5. Approval of the 2023 Long-Term Incentive Mgmt For For
Plan.
6. Relating to Consideration of a Shr Against For
Recapitalization Plan to Provide That All
of the Company's Outstanding Stock Have One
Vote Per Share.
7. Relating to Disclosure of the Company's Shr Against For
Reliance on Child Labor Outside of the
United States.
8. Relating to Reporting on the Company's Shr Against For
Animal Testing Practices.
--------------------------------------------------------------------------------------------------------------------------
FORTIVE CORPORATION Agenda Number: 935830958
--------------------------------------------------------------------------------------------------------------------------
Security: 34959J108
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FTV
ISIN: US34959J1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Eric Branderiz
1b. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Daniel L. Comas
1c. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Sharmistha Dubey
1d. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Rejji P. Hayes
1e. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Wright Lassiter III
1f. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: James A. Lico
1g. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Kate D. Mitchell
1h. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Jeannine P. Sargent
1i. Election of Director to serve for a Mgmt For For
one-year term expiring at the 2024 Annual
Meeting: Alan G. Spoon
2. To approve on an advisory basis Fortive's Mgmt For For
named executive officer compensation.
3. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on Fortive's named executive officer
compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Fortive's independent registered
public accounting firm for the year ending
December 31, 2023.
5. To consider and act upon a shareholder Shr For Against
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
GILEAD SCIENCES, INC. Agenda Number: 935788438
--------------------------------------------------------------------------------------------------------------------------
Security: 375558103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GILD
ISIN: US3755581036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacqueline K. Barton, Mgmt For For
Ph.D.
1b. Election of Director: Jeffrey A. Bluestone, Mgmt For For
Ph.D.
1c. Election of Director: Sandra J. Horning, Mgmt For For
M.D.
1d. Election of Director: Kelly A. Kramer Mgmt For For
1e. Election of Director: Kevin E. Lofton Mgmt For For
1f. Election of Director: Harish Manwani Mgmt For For
1g. Election of Director: Daniel P. O'Day Mgmt For For
1h. Election of Director: Javier J. Rodriguez Mgmt For For
1i. Election of Director: Anthony Welters Mgmt For For
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers as presented in the Proxy
Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory stockholder
votes on executive compensation.
5. To approve an amendment and restatement of Mgmt For For
the Gilead Sciences, Inc. Employee Stock
Purchase Plan and the Gilead Sciences, Inc.
International Employee Stock Purchase Plan.
6. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board implement a process to
nominate at least one more candidate than
the number of directors to be elected.
7. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board amend the company
governing documents to give street name
shares and non-street name shares an equal
right to call a special stockholder
meeting.
8. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting a report on a process by which
the impact of extended patent exclusivities
on product access would be considered in
deciding whether to apply for secondary and
tertiary patents.
--------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 935809117
--------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HES
ISIN: US42809H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: T.J. CHECKI
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L.S.
COLEMAN, JR.
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L. GLATCH
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.B. HESS
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: E.E.
HOLIDAY
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: M.S.
LIPSCHULTZ
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: R.J.
MCGUIRE
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: D. MCMANUS
1i. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.O. MEYERS
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.F.
OVELMEN
1k. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.H.
QUIGLEY
1l. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: W.G.
SCHRADER
2. Advisory approval of the compensation of Mgmt For For
our named executive officers.
3. Advisory approval on the frequency of Mgmt 1 Year For
voting on executive compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accountants for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
J.B. HUNT TRANSPORT SERVICES, INC. Agenda Number: 935775594
--------------------------------------------------------------------------------------------------------------------------
Security: 445658107
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: JBHT
ISIN: US4456581077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Francesca M. Mgmt For For
Edwardson
1.2 Election of Director: Wayne Garrison Mgmt For For
1.3 Election of Director: Sharilyn S. Gasaway Mgmt For For
1.4 Election of Director: Thad (John B. III) Mgmt For For
Hill
1.5 Election of Director: Bryan Hunt Mgmt For For
1.6 Election of Director: Persio Lisboa Mgmt For For
1.7 Election of Director: John N. Roberts III Mgmt For For
1.8 Election of Director: James L. Robo Mgmt For For
1.9 Election of Director: Kirk Thompson Mgmt For For
2. To consider and approve an advisory Mgmt For For
resolution regarding the Company's
compensation of its named executive
officers.
3. To consider and act upon an advisory vote Mgmt 1 Year For
to determine the frequency with which
stockholders will consider and approve an
advisory vote on the Company's compensation
of its named executive officers.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent public accountants for calendar
year 2023.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 935776813
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Darius Adamczyk Mgmt For For
1b. Election of Director: Mary C. Beckerle Mgmt For For
1c. Election of Director: D. Scott Davis Mgmt For For
1d. Election of Director: Jennifer A. Doudna Mgmt For For
1e. Election of Director: Joaquin Duato Mgmt For For
1f. Election of Director: Marillyn A. Hewson Mgmt For For
1g. Election of Director: Paula A. Johnson Mgmt For For
1h. Election of Director: Hubert Joly Mgmt For For
1I. Election of Director: Mark B. McClellan Mgmt For For
1j. Election of Director: Anne M. Mulcahy Mgmt For For
1k. Election of Director: Mark A. Weinberger Mgmt For For
1l. Election of Director: Nadja Y. West Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote on the Frequency of Voting to Mgmt 1 Year For
Approve Named Executive Officer
Compensation
4. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
5. Proposal Withdrawn (Federal Securities Laws Shr Against
Mandatory Arbitration Bylaw)
6. Vaccine Pricing Report Shr Against For
7. Executive Compensation Adjustment Policy Shr Against For
8. Impact of Extended Patent Exclusivities on Shr Against For
Product Access
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
LAM RESEARCH CORPORATION Agenda Number: 935711728
--------------------------------------------------------------------------------------------------------------------------
Security: 512807108
Meeting Type: Annual
Meeting Date: 08-Nov-2022
Ticker: LRCX
ISIN: US5128071082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sohail U. Ahmed Mgmt For For
1b. Election of Director: Timothy M. Archer Mgmt For For
1c. Election of Director: Eric K. Brandt Mgmt For For
1d. Election of Director: Michael R. Cannon Mgmt For For
1e. Election of Director: Bethany J. Mayer Mgmt For For
1f. Election of Director: Jyoti K. Mehra Mgmt For For
1g. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1h. Election of Director: Lih Shyng (Rick L.) Mgmt For For
Tsai
1i. Election of Director: Leslie F. Varon Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the named executive officers of Lam
Research, or "Say on Pay."
3. Ratification of the appointment of the Mgmt For For
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
LAS VEGAS SANDS CORP. Agenda Number: 935799479
--------------------------------------------------------------------------------------------------------------------------
Security: 517834107
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: LVS
ISIN: US5178341070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Robert G. Goldstein Mgmt For For
Patrick Dumont Mgmt For For
Irwin Chafetz Mgmt For For
Micheline Chau Mgmt For For
Charles D. Forman Mgmt For For
Nora M. Jordan Mgmt For For
Lewis Kramer Mgmt For For
David F. Levi Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. An advisory (non-binding) vote to approve Mgmt For For
the compensation of the named executive
officers.
4. An advisory (non-binding) vote on how Mgmt 1 Year For
frequently stockholders should vote to
approve the compensation of the named
executive officers.
5. Shareholder proposal to require the Company Shr Against For
to include in its proxy statement each
director/nominee's self identified gender
and race/ethnicity, as well as certain
skills and attributes, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LIVE NATION ENTERTAINMENT, INC. Agenda Number: 935843032
--------------------------------------------------------------------------------------------------------------------------
Security: 538034109
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: LYV
ISIN: US5380341090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Maverick Carter
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Ping Fu
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Jeffrey T. Hinson
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Chad Hollingsworth
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: James Iovine
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: James S. Kahan
1g. Election of Director to hold office until Mgmt Against Against
the 2024 Annual Meeting: Gregory B. Maffei
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Randall T. Mays
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Richard A. Paul
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Michael Rapino
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting: Latriece Watkins
2. To hold an advisory vote on the company's Mgmt For For
executive compensation.
3. To hold an advisory vote on the frequency Mgmt 3 Years For
of stockholder advisory votes on the
company's executive compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the company's independent registered
public accounting firm for the 2023 fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
LOWE'S COMPANIES, INC. Agenda Number: 935817190
--------------------------------------------------------------------------------------------------------------------------
Security: 548661107
Meeting Type: Annual
Meeting Date: 26-May-2023
Ticker: LOW
ISIN: US5486611073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Raul Alvarez Mgmt For For
David H. Batchelder Mgmt For For
Scott H. Baxter Mgmt For For
Sandra B. Cochran Mgmt For For
Laurie Z. Douglas Mgmt For For
Richard W. Dreiling Mgmt For For
Marvin R. Ellison Mgmt For For
Daniel J. Heinrich Mgmt For For
Brian C. Rogers Mgmt For For
Bertram L. Scott Mgmt For For
Colleen Taylor Mgmt For For
Mary Beth West Mgmt For For
2. Advisory vote to approve the Company's Mgmt For For
named executive officer compensation in
fiscal 2022.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the Company's
named executive officer compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal requesting an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 935780999
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: J.
Michael Stice
1b. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: John P.
Surma
1c. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Susan
Tomasky
1d. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Toni
Townes-Whitley
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent auditor for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
company's named executive officer
compensation.
4. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
declassify the Board of Directors.
5. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
eliminate the supermajority provisions.
6. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
increase the maximum size of the Board of
Directors.
7. Shareholder proposal seeking a simple Shr Against For
majority vote.
8. Shareholder proposal seeking an amendment Shr Against For
to the company's existing clawback
provisions.
9. Shareholder proposal seeking a report on Shr Against For
just transition.
10. Shareholder proposal seeking an audited Shr Against For
report on asset retirement obligations.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 935801541
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony K. Anderson Mgmt For For
1b. Election of Director: John Q. Doyle Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Oscar Fanjul Mgmt For For
1e. Election of Director: H. Edward Hanway Mgmt For For
1f. Election of Director: Judith Hartmann Mgmt For For
1g. Election of Director: Deborah C. Hopkins Mgmt For For
1h. Election of Director: Tamara Ingram Mgmt For For
1i. Election of Director: Jane H. Lute Mgmt For For
1j. Election of Director: Steven A. Mills Mgmt For For
1k. Election of Director: Bruce P. Nolop Mgmt For For
1l. Election of Director: Morton O. Schapiro Mgmt For For
1m. Election of Director: Lloyd M. Yates Mgmt For For
1n. Election of Director: Ray G. Young Mgmt For For
2. Advisory (Nonbinding) Vote to Approve Named Mgmt For For
Executive Officer Compensation
3. Advisory (Nonbinding) Vote on the Frequency Mgmt 1 Year For
of Future Votes on Named Executive Officer
Compensation
4. Ratification of Selection of Independent Mgmt For For
Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 935858437
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For
1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For
1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For
1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For
1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For
1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For
1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For
1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For
1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For
1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For
1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For
2. Advisory approval of Mastercard's executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Approval of Mastercard Incorporated Mgmt For For
Employee Stock Purchase Plan.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for Mastercard for 2023.
6. Consideration of a stockholder proposal Shr Against For
requesting a report on ensuring respect for
civil liberties.
7. Consideration of a stockholder proposal Shr Against For
requesting a report on Mastercard's stance
on new Merchant Category Code.
8. Consideration of a stockholder proposal Shr Against For
requesting lobbying disclosure.
9. Consideration of a stockholder proposal Shr Against For
requesting stockholders approve advance
notice bylaw amendments.
10. Consideration of a stockholder proposal Shr Against For
requesting a report on the cost-benefit
analysis of diversity and inclusion
efforts.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 935819788
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Anthony Capuano
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Kareem Daniel
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Lloyd Dean
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Catherine Engelbert
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Margaret Georgiadis
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Enrique Hernandez, Jr.
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher
Kempczinski
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard Lenny
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: John Mulligan
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Jennifer Taubert
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Paul Walsh
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Amy Weaver
1m. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Miles White
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Advisory vote to ratify the appointment of Mgmt For For
Ernst & Young LLP as independent auditor
for 2023.
5. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (1 of 2).
6. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (2 of 2).
7. Advisory Vote on Annual Report on Shr Against For
"Communist China."
8. Advisory Vote on Civil Rights & Returns to Shr Against For
Merit Audit.
9. Advisory Vote on Annual Report on Lobbying Shr Against For
Activities.
10. Advisory Vote on Annual Report on Global Shr Against For
Political Influence.
11. Advisory Vote on Poultry Welfare Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC PLC Agenda Number: 935723610
--------------------------------------------------------------------------------------------------------------------------
Security: G5960L103
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: MDT
ISIN: IE00BTN1Y115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Richard H.
Anderson
1b. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Craig
Arnold
1c. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Scott C.
Donnelly
1d. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Lidia L.
Fonseca
1e. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Andrea J.
Goldsmith, Ph.D.
1f. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Randall J.
Hogan, III
1g. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kevin E.
Lofton
1h. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Geoffrey
S. Martha
1i. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Elizabeth
G. Nabel, M.D.
1j. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Denise M.
O'Leary
1k. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kendall J.
Powell
2. Ratifying, in a non-binding vote, the Mgmt For For
appointment of PricewaterhouseCoopers LLP
as the Company's independent auditor for
fiscal year 2023 and authorizing, in a
binding vote, the Board of Directors,
acting through the Audit Committee, to set
the auditor's remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Renewing the Board of Directors' authority Mgmt For For
to issue shares under Irish law.
5. Renewing the Board of Directors' authority Mgmt For For
to opt out of pre-emption rights under
Irish law.
6. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Medtronic ordinary shares.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 935809080
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1b. Election of Director: Mary Ellen Coe Mgmt For For
1c. Election of Director: Pamela J. Craig Mgmt For For
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Thomas H. Glocer Mgmt For For
1f. Election of Director: Risa J. Mgmt For For
Lavizzo-Mourey, M.D.
1g. Election of Director: Stephen L. Mayo, Mgmt For For
Ph.D.
1h. Election of Director: Paul B. Rothman, M.D. Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Christine E. Seidman, Mgmt For For
M.D.
1k. Election of Director: Inge G. Thulin Mgmt For For
1l. Election of Director: Kathy J. Warden Mgmt For For
1m. Election of Director: Peter C. Wendell Mgmt For For
2. Non-binding advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
3. Non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future votes to approve the
compensation of our named executive
officers.
4. Ratification of the appointment of the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder proposal regarding business Shr Against For
operations in China.
6. Shareholder proposal regarding access to Shr Against For
COVID-19 products.
7. Shareholder proposal regarding indirect Shr Against For
political spending.
8. Shareholder proposal regarding patents and Shr Against For
access.
9. Shareholder proposal regarding a congruency Shr Against For
report of partnerships with globalist
organizations.
10. Shareholder proposal regarding an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
META PLATFORMS, INC. Agenda Number: 935830960
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: META
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt For For
Marc L. Andreessen Mgmt For For
Andrew W. Houston Mgmt For For
Nancy Killefer Mgmt For For
Robert M. Kimmitt Mgmt For For
Sheryl K. Sandberg Mgmt For For
Tracey T. Travis Mgmt For For
Tony Xu Mgmt For For
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Meta Platforms, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. A shareholder proposal regarding government Shr Against For
takedown requests.
4. A shareholder proposal regarding dual class Shr Against For
capital structure.
5. A shareholder proposal regarding human Shr Against For
rights impact assessment of targeted
advertising.
6. A shareholder proposal regarding report on Shr Against For
lobbying disclosures.
7. A shareholder proposal regarding report on Shr Against For
allegations of political entanglement and
content management biases in India.
8. A shareholder proposal regarding report on Shr Against For
framework to assess company lobbying
alignment with climate goals.
9. A shareholder proposal regarding report on Shr Against For
reproductive rights and data privacy.
10. A shareholder proposal regarding report on Shr Against For
enforcement of Community Standards and user
content.
11. A shareholder proposal regarding report on Shr Against For
child safety impacts and actual harm
reduction to children.
12. A shareholder proposal regarding report on Shr Against For
pay calibration to externalized costs.
13. A shareholder proposal regarding Shr Against For
performance review of the audit & risk
oversight committee.
--------------------------------------------------------------------------------------------------------------------------
MGM RESORTS INTERNATIONAL Agenda Number: 935791788
--------------------------------------------------------------------------------------------------------------------------
Security: 552953101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: MGM
ISIN: US5529531015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Barry Diller Mgmt For For
1b. Election of Director: Alexis M. Herman Mgmt For For
1c. Election of Director: William J. Hornbuckle Mgmt For For
1d. Election of Director: Mary Chris Jammet Mgmt For For
1e. Election of Director: Joey Levin Mgmt For For
1f. Election of Director: Rose McKinney-James Mgmt For For
1g. Election of Director: Keith A. Meister Mgmt For For
1h. Election of Director: Paul Salem Mgmt For For
1i. Election of Director: Jan G. Swartz Mgmt For For
1j. Election of Director: Daniel J. Taylor Mgmt For For
1k. Election of Director: Ben Winston Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP, as the independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency with which the Company conducts
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MICROCHIP TECHNOLOGY INCORPORATED Agenda Number: 935688943
--------------------------------------------------------------------------------------------------------------------------
Security: 595017104
Meeting Type: Annual
Meeting Date: 23-Aug-2022
Ticker: MCHP
ISIN: US5950171042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Matthew W. Chapman Mgmt For For
1.2 Election of Director: Esther L. Johnson Mgmt For For
1.3 Election of Director: Karlton D. Johnson Mgmt For For
1.4 Election of Director: Wade F. Meyercord Mgmt For For
1.5 Election of Director: Ganesh Moorthy Mgmt For For
1.6 Election of Director: Karen M. Rapp Mgmt For For
1.7 Election of Director: Steve Sanghi Mgmt For For
2. Proposal to ratify the appointment of Ernst Mgmt For For
& Young LLP as the independent registered
public accounting firm of Microchip for the
fiscal year ending March 31, 2023.
3. Proposal to approve, on an advisory Mgmt For For
(non-binding) basis, the compensation of
our named executives.
--------------------------------------------------------------------------------------------------------------------------
MICRON TECHNOLOGY, INC. Agenda Number: 935742177
--------------------------------------------------------------------------------------------------------------------------
Security: 595112103
Meeting Type: Annual
Meeting Date: 12-Jan-2023
Ticker: MU
ISIN: US5951121038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Richard M. Beyer Mgmt For For
1b. ELECTION OF DIRECTOR: Lynn A. Dugle Mgmt For For
1c. ELECTION OF DIRECTOR: Steven J. Gomo Mgmt For For
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth Mgmt For For
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy Mgmt For For
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra Mgmt For For
1g. ELECTION OF DIRECTOR: Robert E. Switz Mgmt For For
1h. ELECTION OF DIRECTOR: MaryAnn Wright Mgmt For For
2. PROPOSAL BY THE COMPANY TO APPROVE A Mgmt For For
NON-BINDING RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS DESCRIBED IN THE PROXY
STATEMENT.
3. PROPOSAL BY THE COMPANY TO APPROVE OUR Mgmt For For
AMENDED AND RESTATED 2007 EQUITY INCENTIVE
PLAN TO INCREASE THE SHARES RESERVED FOR
ISSUANCE THERUNDER BY 50 MILLION AS
DESCRIBED IN THE PROXY STATEMENT.
4. PROPOSAL BY THE COMPANY TO RATIFY THE Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR THE
FISCAL YEAR ENDING AUGUST 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 935809357
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lewis W.K. Booth Mgmt For For
1b. Election of Director: Charles E. Bunch Mgmt For For
1c. Election of Director: Ertharin Cousin Mgmt For For
1d. Election of Director: Jorge S. Mesquita Mgmt For For
1e. Election of Director: Anindita Mukherjee Mgmt For For
1f. Election of Director: Jane Hamilton Nielsen Mgmt For For
1g. Election of Director: Patrick T. Siewert Mgmt For For
1h. Election of Director: Michael A. Todman Mgmt For For
1i. Election of Director: Dirk Van de Put Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Votes to Approve Executive Compensation.
4. Ratification of the Selection of Mgmt For For
PricewaterhouseCoopers LLP as Independent
Registered Public Accountants for Fiscal
Year Ending December 31, 2023.
5. Require Independent Chair of the Board. Shr Against For
6. Publish Annual Benchmarks for Achieving Shr Against For
Company's 2025 Cage-Free Egg Goal.
7. Adopt Public Targets to Eradicate Child Shr Against For
Labor in Cocoa Supply Chain
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 935852485
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: MNST
ISIN: US61174X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rodney C. Sacks Mgmt For For
Hilton H. Schlosberg Mgmt For For
Mark J. Hall Mgmt For For
Ana Demel Mgmt For For
James L. Dinkins Mgmt For For
Gary P. Fayard Mgmt For For
Tiffany M. Hall Mgmt For For
Jeanne P. Jackson Mgmt For For
Steven G. Pizula Mgmt For For
Mark S. Vidergauz Mgmt For For
2. Proposal to ratify the appointment of Ernst Mgmt For For
& Young LLP as the independent registered
public accounting firm of the Company for
the fiscal year ending December 31, 2023.
3. Proposal to approve, on a non-binding, Mgmt For For
advisory basis, the compensation of the
Company's named executive officers.
4. Proposal to approve, on a non-binding, Mgmt 1 Year For
advisory basis, the frequency with which
stockholders will approve the compensation
of the Company's named executive officers.
5. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to increase the number
of authorized shares of common stock, par
value $0.005 per share, from 1,250,000,000
shares to 5,000,000,000 shares.
6. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to reflect new
Delaware law provisions regarding officer
exculpation.
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 935831126
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Mathias Dopfner
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Reed Hastings
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Jay Hoag
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Ted Sarandos
2. Ratification of appointment of independent Mgmt For For
registered public accounting firm.
3. Advisory approval of named executive Mgmt For For
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal entitled, "Proposal 5 Shr Against For
- Reform the Current Impossible Special
Shareholder Meeting Requirements," if
properly presented at the meeting.
6. Stockholder proposal entitled, Shr Against For
"Netflix-Exclusive Board of Directors," if
properly presented at the meeting.
7. Stockholder proposal requesting a report on Shr Against For
the Company's 401(K) Plan, if properly
presented at the meeting.
8. Stockholder proposal entitled, "Policy on Shr Against For
Freedom of Association," if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NEXTERA ENERGY, INC. Agenda Number: 935808696
--------------------------------------------------------------------------------------------------------------------------
Security: 65339F101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: NEE
ISIN: US65339F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicole S. Arnaboldi Mgmt For For
1b. Election of Director: Sherry S. Barrat Mgmt For For
1c. Election of Director: James L. Camaren Mgmt For For
1d. Election of Director: Kenneth B. Dunn Mgmt For For
1e. Election of Director: Naren K. Gursahaney Mgmt For For
1f. Election of Director: Kirk S. Hachigian Mgmt For For
1g. Election of Director: John W. Ketchum Mgmt For For
1h. Election of Director: Amy B. Lane Mgmt For For
1i. Election of Director: David L. Porges Mgmt For For
1j. Election of Director: Deborah "Dev" Mgmt For For
Stahlkopf
1k. Election of Director: John A. Stall Mgmt For For
1l. Election of Director: Darryl L. Wilson Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as NextEra Energy's independent
registered public accounting firm for 2023
3. Approval, by non-binding advisory vote, of Mgmt For For
NextEra Energy's compensation of its named
executive officers as disclosed in the
proxy statement
4. Non-Binding advisory vote on whether Mgmt 1 Year For
NextEra Energy should hold a non-binding
shareholder advisory vote to approve
NextEra Energy's compensation of its named
executive officers every 1, 2 or 3 years
5. A proposal entitled "Board Skills Shr Against For
Disclosure" requesting a chart of
individual board skills
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NORTHROP GRUMMAN CORPORATION Agenda Number: 935809763
--------------------------------------------------------------------------------------------------------------------------
Security: 666807102
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: NOC
ISIN: US6668071029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kathy J. Warden Mgmt For For
1b. Election of Director: David P. Abney Mgmt For For
1c. Election of Director: Marianne C. Brown Mgmt For For
1d. Election of Director: Ann M. Fudge Mgmt For For
1e. Election of Director: Madeleine A. Kleiner Mgmt For For
1f. Election of Director: Arvind Krishna Mgmt For For
1g. Election of Director: Graham N. Robinson Mgmt For For
1h. Election of Director: Kimberly A. Ross Mgmt For For
1i. Election of Director: Gary Roughead Mgmt For For
1j. Election of Director: Thomas M. Schoewe Mgmt For For
1k. Election of Director: James S. Turley Mgmt For For
1l. Election of Director: Mark A. Welsh III Mgmt For For
1m. Election of Director: Mary A. Winston Mgmt For For
2. Proposal to approve, on an advisory basis, Mgmt For For
the compensation of the Company's Named
Executive Officers.
3. Proposal to vote on the preferred frequency Mgmt 1 Year For
of future advisory votes on the
compensation of the Company's Named
Executive Officers.
4. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as the Company's
Independent Auditor for fiscal year ending
December 31, 2023.
5. Proposal to amend the Company's Amended and Mgmt For For
Restated Certificate of Incorporation to
reduce the threshold to call a special
meeting of shareholders.
6. Shareholder proposal to annually conduct an Shr Against For
evaluation and issue a report describing
the alignment of the Company's political
activities with its human rights policy
7. Shareholder proposal to provide for an Shr Against For
independent Board chair.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION Agenda Number: 935715182
--------------------------------------------------------------------------------------------------------------------------
Security: 68389X105
Meeting Type: Annual
Meeting Date: 16-Nov-2022
Ticker: ORCL
ISIN: US68389X1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Awo Ablo Mgmt For For
Jeffrey S. Berg Mgmt For For
Michael J. Boskin Mgmt For For
Safra A. Catz Mgmt For For
Bruce R. Chizen Mgmt For For
George H. Conrades Mgmt For For
Lawrence J. Ellison Mgmt For For
Rona A. Fairhead Mgmt For For
Jeffrey O. Henley Mgmt For For
Renee J. James Mgmt For For
Charles W. Moorman Mgmt For For
Leon E. Panetta Mgmt For For
William G. Parrett Mgmt For For
Naomi O. Seligman Mgmt For For
Vishal Sikka Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Ratification of the Selection of our Mgmt For For
Independent Registered Public Accounting
Firm.
--------------------------------------------------------------------------------------------------------------------------
PALO ALTO NETWORKS, INC. Agenda Number: 935732140
--------------------------------------------------------------------------------------------------------------------------
Security: 697435105
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: PANW
ISIN: US6974351057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Dr. Helene Mgmt For For
D. Gayle
1b. Election of Class II Director: James J. Mgmt For For
Goetz
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year ending
July 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. To approve an amendment to the 2021 Palo Mgmt For For
Alto Networks, Inc. Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 935821036
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rodney C. Adkins Mgmt For For
1b. Election of Director: Jonathan Christodoro Mgmt For For
1c. Election of Director: John J. Donahoe Mgmt For For
1d. Election of Director: David W. Dorman Mgmt For For
1e. Election of Director: Belinda J. Johnson Mgmt For For
1f. Election of Director: Enrique Lores Mgmt For For
1g. Election of Director: Gail J. McGovern Mgmt For For
1h. Election of Director: Deborah M. Messemer Mgmt For For
1i. Election of Director: David M. Moffett Mgmt For For
1j. Election of Director: Ann M. Sarnoff Mgmt For For
1k. Election of Director: Daniel H. Schulman Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Approval of the PayPal Holdings, Inc. 2015 Mgmt For For
Equity Incentive Award Plan, as Amended and
Restated.
4. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our
Independent Auditor for 2023.
5. Stockholder Proposal - Provision of Shr Against For
Services in Conflict Zones.
6. Stockholder Proposal - Reproductive Rights Shr Against For
and Data Privacy.
7. Stockholder Proposal - PayPal Transparency Shr Against For
Reports.
8. Stockholder Proposal - Report on Ensuring Shr Against For
Respect for Civil Liberties.
9. Stockholder Proposal - Adopt Majority Vote Shr Against For
Standard for Director Elections.
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 935784795
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Segun Agbaje Mgmt For For
1b. Election of Director: Jennifer Bailey Mgmt For For
1c. Election of Director: Cesar Conde Mgmt For For
1d. Election of Director: Ian Cook Mgmt For For
1e. Election of Director: Edith W. Cooper Mgmt For For
1f. Election of Director: Susan M. Diamond Mgmt For For
1g. Election of Director: Dina Dublon Mgmt For For
1h. Election of Director: Michelle Gass Mgmt For For
1i. Election of Director: Ramon L. Laguarta Mgmt For For
1j. Election of Director: Dave J. Lewis Mgmt For For
1k. Election of Director: David C. Page Mgmt For For
1l. Election of Director: Robert C. Pohlad Mgmt For For
1m. Election of Director: Daniel Vasella Mgmt For For
1n. Election of Director: Darren Walker Mgmt For For
1o. Election of Director: Alberto Weisser Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for fiscal year
2023.
3. Advisory approval of the Company's Mgmt For For
executive compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
5. Shareholder Proposal - Independent Board Shr Against For
Chair.
6. Shareholder Proposal - Global Transparency Shr Against For
Report.
7. Shareholder Proposal - Report on Impacts of Shr Against For
Reproductive Healthcare Legislation
8. Shareholder Proposal - Congruency Report on Shr Against For
Net-Zero Emissions Policies.
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 935778451
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: PFE
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald E. Blaylock Mgmt For For
1b. Election of Director: Albert Bourla Mgmt For For
1c. Election of Director: Susan Mgmt For For
Desmond-Hellmann
1d. Election of Director: Joseph J. Echevarria Mgmt For For
1e. Election of Director: Scott Gottlieb Mgmt For For
1f. Election of Director: Helen H. Hobbs Mgmt For For
1g. Election of Director: Susan Hockfield Mgmt For For
1h. Election of Director: Dan R. Littman Mgmt For For
1i. Election of Director: Shantanu Narayen Mgmt For For
1j. Election of Director: Suzanne Nora Johnson Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: James C. Smith Mgmt For For
2. Ratify the selection of KPMG LLP as Mgmt For For
independent registered public accounting
firm for 2023
3. 2023 advisory approval of executive Mgmt For For
compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
5. Shareholder proposal regarding ratification Shr For Against
of termination pay
6. Shareholder proposal regarding independent Shr Against For
board chairman policy
7. Shareholder proposal regarding transfer of Shr Against For
intellectual property to potential COVID-19
manufacturers feasibility report
8. Shareholder proposal regarding impact of Shr Against For
extended patent exclusivities on product
access report
9. Shareholder proposal regarding political Shr Against For
contributions congruency report
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 935785040
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PM
ISIN: US7181721090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brant Bonin Bough Mgmt For For
1b. Election of Director: Andre Calantzopoulos Mgmt For For
1c. Election of Director: Michel Combes Mgmt For For
1d. Election of Director: Juan Jose Daboub Mgmt For For
1e. Election of Director: Werner Geissler Mgmt For For
1f. Election of Director: Lisa A. Hook Mgmt For For
1g. Election of Director: Jun Makihara Mgmt For For
1h. Election of Director: Kalpana Morparia Mgmt For For
1i. Election of Director: Jacek Olczak Mgmt For For
1j. Election of Director: Robert B. Polet Mgmt For For
1k. Election of Director: Dessislava Temperley Mgmt For For
1l. Election of Director: Shlomo Yanai Mgmt For For
2. Advisory Vote Approving Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes, with the Board of
Directors Recommending a Say-On-Pay Vote
4. Ratification of the Selection of Mgmt For For
Independent Auditors
5. Shareholder Proposal to make nicotine level Shr Against For
information available to customers and
begin reducing nicotine levels
--------------------------------------------------------------------------------------------------------------------------
PIONEER NATURAL RESOURCES COMPANY Agenda Number: 935817241
--------------------------------------------------------------------------------------------------------------------------
Security: 723787107
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: PXD
ISIN: US7237871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: A.R. Alameddine Mgmt For For
1b. ELECTION OF DIRECTOR: Lori G. Billingsley Mgmt For For
1c. ELECTION OF DIRECTOR: Edison C. Buchanan Mgmt For For
1d. ELECTION OF DIRECTOR: Richard P. Dealy Mgmt For For
1e. ELECTION OF DIRECTOR: Maria S. Dreyfus Mgmt For For
1f. ELECTION OF DIRECTOR: Matthew M. Gallagher Mgmt For For
1g. ELECTION OF DIRECTOR: Phillip A. Gobe Mgmt For For
1h. ELECTION OF DIRECTOR: Stacy P. Methvin Mgmt For For
1i. ELECTION OF DIRECTOR: Royce W. Mitchell Mgmt For For
1j. ELECTION OF DIRECTOR: Scott D. Sheffield Mgmt For For
1k. ELECTION OF DIRECTOR: J. Kenneth Thompson Mgmt For For
1l. ELECTION OF DIRECTOR: Phoebe A. Wood Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2023.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PPG INDUSTRIES, INC. Agenda Number: 935774895
--------------------------------------------------------------------------------------------------------------------------
Security: 693506107
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: PPG
ISIN: US6935061076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: STEPHEN F.
ANGEL
1.2 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: HUGH GRANT
1.3 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: MELANIE L.
HEALEY
1.4 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: TIMOTHY M.
KNAVISH
1.5 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: GUILLERMO NOVO
2. APPROVE THE COMPENSATION OF THE COMPANY'S Mgmt For For
NAMED EXECUTIVE OFFICERS ON AN ADVISORY
BASIS
3. PROPOSAL TO RECOMMEND THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION
4. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2023
5. SHAREHOLDER PROPOSAL TO ADOPT A POLICY Shr Against For
REQUIRING AN INDEPENDENT BOARD CHAIR, IF
PROPERLY PRESENTED
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM INCORPORATED Agenda Number: 935757281
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: QCOM
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Sylvia Acevedo
1b. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Cristiano R. Amon
1c. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark Fields
1d. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jeffrey W. Henderson
1e. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Gregory N. Johnson
1f. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Ann M. Livermore
1g. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark D. McLaughlin
1h. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jamie S. Miller
1i. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Irene B. Rosenfeld
1j. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Kornelis (Neil) Smit
1k. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jean-Pascal Tricoire
1l. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Anthony J. Vinciquerra
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent public accountants for our
fiscal year ending September 24, 2023.
3. Approval of the QUALCOMM Incorporated 2023 Mgmt For For
Long-Term Incentive Plan.
4. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE, INC. Agenda Number: 935846127
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: CRM
ISIN: US79466L3024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc Benioff Mgmt For For
1b. Election of Director: Laura Alber Mgmt For For
1c. Election of Director: Craig Conway Mgmt For For
1d. Election of Director: Arnold Donald Mgmt For For
1e. Election of Director: Parker Harris Mgmt For For
1f. Election of Director: Neelie Kroes Mgmt For For
1g. Election of Director: Sachin Mehra Mgmt For For
1h. Election of Director: Mason Morfit Mgmt For For
1i. Election of Director: Oscar Munoz Mgmt For For
1j. Election of Director: John V. Roos Mgmt For For
1k. Election of Director: Robin Washington Mgmt For For
1l. Election of Director: Maynard Webb Mgmt For For
1m. Election of Director: Susan Wojcicki Mgmt For For
2. Amendment and restatement of our 2013 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
4. An advisory vote to approve the fiscal 2023 Mgmt For For
compensation of our named executive
officers.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding future advisory votes to approve
executive compensation.
6. A stockholder proposal requesting a policy Shr Against For
to require the Chair of the Board be an
independent member of the Board and not a
former CEO of the Company, if properly
presented at the meeting.
7. A stockholder proposal requesting a policy Shr Against For
to forbid all Company directors from
sitting on any other boards, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 935767105
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 05-Apr-2023
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Coleman Mgmt For For
1b. Election of Director: Patrick de La Mgmt For For
Chevardiere
1c. Election of Director: Miguel Galuccio Mgmt For For
1d. Election of Director: Olivier Le Peuch Mgmt For For
1e. Election of Director: Samuel Leupold Mgmt For For
1f. Election of Director: Tatiana Mitrova Mgmt For For
1g. Election of Director: Maria Moraeus Hanssen Mgmt For For
1h. Election of Director: Vanitha Narayanan Mgmt For For
1i. Election of Director: Mark Papa Mgmt For For
1j. Election of Director: Jeff Sheets Mgmt For For
1k. Election of Director: Ulrich Spiesshofer Mgmt For For
2. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
3. Advisory approval of our executive Mgmt For For
compensation.
4. Approval of our consolidated balance sheet Mgmt For For
at December 31, 2022; our consolidated
statement of income for the year ended
December 31, 2022; and the declarations of
dividends by our Board of Directors in
2022, as reflected in our 2022 Annual
Report to Shareholders.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935821062
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NOW
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Bostrom Mgmt For For
1b. Election of Director: Teresa Briggs Mgmt For For
1c. Election of Director: Jonathan C. Chadwick Mgmt For For
1d. Election of Director: Paul E. Chamberlain Mgmt For For
1e. Election of Director: Lawrence J. Jackson, Mgmt For For
Jr.
1f. Election of Director: Frederic B. Luddy Mgmt For For
1g. Election of Director: William R. McDermott Mgmt For For
1h. Election of Director: Jeffrey A. Miller Mgmt For For
1i. Election of Director: Joseph "Larry" Mgmt For For
Quinlan
1j. Election of Director: Anita M. Sands Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers ("Say-on-Pay").
3. To ratify PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting
firm for 2023.
4. To approve the Amended and Restated 2021 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
5. To elect Deborah Black as a director. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO. Agenda Number: 935815413
--------------------------------------------------------------------------------------------------------------------------
Security: 844741108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: LUV
ISIN: US8447411088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David W. Biegler Mgmt For For
1b. Election of Director: J. Veronica Biggins Mgmt For For
1c. Election of Director: Douglas H. Brooks Mgmt For For
1d. Election of Director: Eduardo F. Conrado Mgmt For For
1e. Election of Director: William H. Cunningham Mgmt For For
1f. Election of Director: Thomas W. Gilligan Mgmt For For
1g. Election of Director: David P. Hess Mgmt For For
1h. Election of Director: Robert E. Jordan Mgmt For For
1i. Election of Director: Gary C. Kelly Mgmt For For
1j. Election of Director: Elaine Mendoza Mgmt For For
1k. Election of Director: John T. Montford Mgmt For For
1l. Election of Director: Christopher P. Mgmt For For
Reynolds
1m. Election of Director: Ron Ricks Mgmt For For
1n. Election of Director: Jill A. Soltau Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on frequency of votes on Mgmt 1 Year For
named executive officer compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
5. Advisory vote on shareholder proposal to Shr Against For
permit shareholder removal of directors
without cause.
6. Advisory vote on shareholder proposal to Shr For Against
require shareholder ratification of
termination pay.
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt For For
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr Against For
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr Against For
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
STRYKER CORPORATION Agenda Number: 935785444
--------------------------------------------------------------------------------------------------------------------------
Security: 863667101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SYK
ISIN: US8636671013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary K. Brainerd Mgmt For For
1b. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1c. Election of Director: Srikant M. Datar, Mgmt For For
Ph.D.
1d. Election of Director: Allan C. Golston Mgmt For For
1e. Election of Director: Kevin A. Lobo (Chair Mgmt For For
of the Board, Chief Executive Officer and
President)
1f. Election of Director: Sherilyn S. McCoy Mgmt For For
(Lead Independent Director)
1g. Election of Director: Andrew K. Silvernail Mgmt For For
1h. Election of Director: Lisa M. Skeete Tatum Mgmt For For
1i. Election of Director: Ronda E. Stryker Mgmt For For
1j. Election of Director: Rajeev Suri Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Our Independent Registered
Public Accounting Firm for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation.
5. Shareholder Proposal on Political Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr Against
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 935842206
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andre Almeida Mgmt For For
Marcelo Claure Mgmt For For
Srikant M. Datar Mgmt For For
Srinivasan Gopalan Mgmt For For
Timotheus Hottges Mgmt For For
Christian P. Illek Mgmt For For
Raphael Kubler Mgmt For For
Thorsten Langheim Mgmt For For
Dominique Leroy Mgmt For For
Letitia A. Long Mgmt For For
G. Michael Sievert Mgmt For For
Teresa A. Taylor Mgmt For For
Kelvin R. Westbrook Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
Provided to the Company's Named Executive
Officers for 2022.
4. Advisory Vote on the Frequency of Future Mgmt 3 Years For
Advisory Votes to Approve the Compensation
Provided to the Company's Named Executive
Officers.
5. Approval of T-Mobile US, Inc. 2023 Mgmt For For
Incentive Award Plan.
6. Approval of T-Mobile US, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935804636
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elon Musk Mgmt For For
1.2 Election of Director: Robyn Denholm Mgmt For For
1.3 Election of Director: JB Straubel Mgmt For For
2. Tesla proposal to approve executive Mgmt For For
compensation on a non- binding advisory
basis.
3. Tesla proposal to approve the frequency of Mgmt 3 Years For
future votes on executive compensation on a
non-binding advisory basis.
4. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
5. Stockholder proposal regarding reporting on Shr Against For
key-person risk.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 935777120
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Blinn Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt For For
1c. Election of Director: Janet F. Clark Mgmt For For
1d. Election of Director: Carrie S. Cox Mgmt For For
1e. Election of Director: Martin S. Craighead Mgmt For For
1f. Election of Director: Curtis C. Farmer Mgmt For For
1g. Election of Director: Jean M. Hobby Mgmt For For
1h. Election of Director: Haviv Ilan Mgmt For For
1i. Election of Director: Ronald Kirk Mgmt For For
1j. Election of Director: Pamela H. Patsley Mgmt For For
1k. Election of Director: Robert E. Sanchez Mgmt For For
1l. Election of Director: Richard K. Templeton Mgmt For For
2. Board proposal to approve amendment and Mgmt For For
restatement of the TI Employees 2014 Stock
Purchase Plan to extend the termination
date.
3. Board proposal regarding advisory vote on Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
4. Board proposal regarding advisory approval Mgmt For For
of the Company's executive compensation.
5. Board proposal to ratify the appointment of Mgmt For For
Ernst & Young LLP as the Company's
independent registered public accounting
firm for 2023.
6. Stockholder proposal to permit a combined Shr Against For
10% of stockholders to call a special
meeting.
7. Stockholder proposal to report on due Shr Against For
diligence efforts to trace end-user misuse
of company products.
--------------------------------------------------------------------------------------------------------------------------
THE AES CORPORATION Agenda Number: 935774984
--------------------------------------------------------------------------------------------------------------------------
Security: 00130H105
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: AES
ISIN: US00130H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Janet G. Davidson Mgmt For For
1b. Election of Director: Andres R. Gluski Mgmt For For
1c. Election of Director: Tarun Khanna Mgmt For For
1d. Election of Director: Holly K. Koeppel Mgmt For For
1e. Election of Director: Julia M. Laulis Mgmt For For
1f. Election of Director: Alain Monie Mgmt For For
1g. Election of Director: John B. Morse, Jr. Mgmt For For
1h. Election of Director: Moises Naim Mgmt For For
1i. Election of Director: Teresa M. Sebastian Mgmt For For
1j. Election of Director: Maura Shaughnessy Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
Company's executive compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor of the
Company for fiscal year 2023.
5. If properly presented, to vote on a Shr For Against
non-binding Stockholder proposal to subject
termination pay to Stockholder approval.
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 935809523
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Marianne C. Brown Mgmt For For
1b. Election of director: Frank C. Herringer Mgmt For For
1c. Election of director: Gerri K. Mgmt For For
Martin-Flickinger
1d. Election of director: Todd M. Ricketts Mgmt For For
1e. Election of director: Carolyn Mgmt For For
Schwab-Pomerantz
2. Ratification of the selection of Deloitte & Mgmt For For
Touche LLP as independent auditors
3. Advisory vote to approve named executive Mgmt For For
officer compensation
4. Frequency of advisory vote on named Mgmt 1 Year For
executive officer compensation
5. Stockholder Proposal requesting pay equity Shr Against For
disclosure
6. Stockholder Proposal requesting company Shr Against For
report on discrimination risk oversight and
impact
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 935776685
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Herb Allen Mgmt For For
1b. Election of Director: Marc Bolland Mgmt For For
1c. Election of Director: Ana Botin Mgmt For For
1d. Election of Director: Christopher C. Davis Mgmt For For
1e. Election of Director: Barry Diller Mgmt For For
1f. Election of Director: Carolyn Everson Mgmt For For
1g. Election of Director: Helene D. Gayle Mgmt For For
1h. Election of Director: Alexis M. Herman Mgmt For For
1i. Election of Director: Maria Elena Mgmt For For
Lagomasino
1j. Election of Director: Amity Millhiser Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: Caroline J. Tsay Mgmt For For
1m. Election of Director: David B. Weinberg Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent Auditors of the Company to
serve for the 2023 fiscal year
5. Shareowner proposal requesting an audit of Shr Against For
the Company's impact on nonwhite
stakeholders
6. Shareowner proposal requesting a global Shr Against For
transparency report
7. Shareowner proposal regarding political Shr Against For
expenditures values alignment
8. Shareowner proposal requesting an Shr Against For
independent Board chair policy
9. Shareowner proposal requesting a report on Shr Against For
risks from state policies restricting
reproductive rights
--------------------------------------------------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC. Agenda Number: 935714659
--------------------------------------------------------------------------------------------------------------------------
Security: 518439104
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: EL
ISIN: US5184391044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Ronald S. Mgmt For For
Lauder
1b. Election of Class II Director: William P. Mgmt For For
Lauder
1c. Election of Class II Director: Richard D. Mgmt For For
Parsons
1d. Election of Class II Director: Lynn Mgmt For For
Forester de Rothschild
1e. Election of Class II Director: Jennifer Mgmt For For
Tejada
1f. Election of Class II Director: Richard F. Mgmt For For
Zannino
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the 2023 fiscal year.
3. Advisory vote to approve executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr Against For
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr Against For
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr Against For
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 935795659
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gerard J. Arpey Mgmt For For
1b. Election of Director: Ari Bousbib Mgmt For For
1c. Election of Director: Jeffery H. Boyd Mgmt For For
1d. Election of Director: Gregory D. Brenneman Mgmt For For
1e. Election of Director: J. Frank Brown Mgmt For For
1f. Election of Director: Albert P. Carey Mgmt For For
1g. Election of Director: Edward P. Decker Mgmt For For
1h. Election of Director: Linda R. Gooden Mgmt For For
1i. Election of Director: Wayne M. Hewett Mgmt For For
1j. Election of Director: Manuel Kadre Mgmt For For
1k. Election of Director: Stephanie C. Linnartz Mgmt For For
1l. Election of Director: Paula Santilli Mgmt For For
1m. Election of Director: Caryn Seidman-Becker Mgmt For For
2. Ratification of the Appointment of KPMG LLP Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation ("Say-on-Pay")
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-on-Pay Votes
5. Shareholder Proposal Regarding Amendment of Shr Against For
Shareholder Written Consent Right
6. Shareholder Proposal Regarding Independent Shr Against For
Board Chair
7. Shareholder Proposal Regarding Political Shr Against For
Contributions Congruency Analysis
8. Shareholder Proposal Regarding Rescission Shr Against For
of Racial Equity Audit Proposal Vote
9. Shareholder Proposal Regarding Senior Shr Against For
Management Commitment to Avoid Political
Speech
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 935703149
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 11-Oct-2022
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: B. Marc Allen Mgmt For For
1b. ELECTION OF DIRECTOR: Angela F. Braly Mgmt For For
1c. ELECTION OF DIRECTOR: Amy L. Chang Mgmt For For
1d. ELECTION OF DIRECTOR: Joseph Jimenez Mgmt For For
1e. ELECTION OF DIRECTOR: Christopher Mgmt For For
Kempczinski
1f. ELECTION OF DIRECTOR: Debra L. Lee Mgmt For For
1g. ELECTION OF DIRECTOR: Terry J. Lundgren Mgmt For For
1h. ELECTION OF DIRECTOR: Christine M. McCarthy Mgmt For For
1i. ELECTION OF DIRECTOR: Jon R. Moeller Mgmt For For
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam Mgmt For For
1k. ELECTION OF DIRECTOR: Patricia A. Woertz Mgmt For For
2. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm
3. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation (the "Say on Pay"
vote)
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 935772562
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kerrii B. Anderson Mgmt For For
1b. Election of Director: Arthur F. Anton Mgmt For For
1c. Election of Director: Jeff M. Fettig Mgmt For For
1d. Election of Director: John G. Morikis Mgmt For For
1e. Election of Director: Christine A. Poon Mgmt For For
1f. Election of Director: Aaron M. Powell Mgmt For For
1g. Election of Director: Marta R. Stewart Mgmt For For
1h. Election of Director: Michael H. Thaman Mgmt For For
1i. Election of Director: Matthew Thornton III Mgmt For For
2. Advisory approval of the compensation of Mgmt For For
the named executives.
3. Advisory approval of the frequency of the Mgmt 1 Year For
advisory vote on the compensation of the
named executives.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 935847509
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose B. Alvarez Mgmt For For
1b. Election of Director: Alan M. Bennett Mgmt For For
1c. Election of Director: Rosemary T. Berkery Mgmt For For
1d. Election of Director: David T. Ching Mgmt For For
1e. Election of Director: C. Kim Goodwin Mgmt For For
1f. Election of Director: Ernie Herrman Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: Carol Meyrowitz Mgmt For For
1i. Election of Director: Jackwyn L. Nemerov Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers as TJX's independent
registered public accounting firm for
fiscal 2024.
3. Advisory approval of TJX's executive Mgmt For For
compensation (the say-on-pay vote).
4. Advisory approval of the frequency of TJX's Mgmt 1 Year For
say-on-pay votes.
5. Shareholder proposal for a report on Shr Against For
effectiveness of social compliance efforts
in TJX's supply chain.
6. Shareholder proposal for a report on risk Shr Against For
to TJX from supplier misclassification of
supplier's employees.
7. Shareholder proposal to adopt a paid sick Shr Against For
leave policy for all Associates.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 935766595
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Safra A. Catz Mgmt For For
1c. Election of Director: Amy L. Chang Mgmt For For
1d. Election of Director: Francis A. deSouza Mgmt For For
1e. Election of Director: Carolyn N. Everson Mgmt For For
1f. Election of Director: Michael B.G. Froman Mgmt For For
1g. Election of Director: Robert A. Iger Mgmt For For
1h. Election of Director: Maria Elena Mgmt For For
Lagomasino
1i. Election of Director: Calvin R. McDonald Mgmt For For
1j. Election of Director: Mark G. Parker Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal 2023.
3. Consideration of an advisory vote to Mgmt For For
approve executive compensation.
4. Consideration of an advisory vote on the Mgmt 1 Year For
frequency of advisory votes on executive
compensation.
5. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a report on
operations related to China.
6. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting charitable
contributions disclosure.
7. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a political
expenditures report.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 935831241
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: ULTA
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michelle L. Collins Mgmt For For
1b. Election of Director: Patricia A. Little Mgmt For For
1c. Election of Director: Heidi G. Petz Mgmt For For
1d. Election of Director: Michael C. Smith Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to declassify our Board of
Directors and provide for the annual
election of directors.
3. To approve amendments to our Bylaws to Mgmt For For
provide that directors may be removed by
the holders of a majority of the shares
then entitled to vote at an election of
directors and, if Proposal 2 is approved,
with or without cause.
4. To approve an amendment to our Certificate Mgmt For For
of Incorporation to replace all
supermajority voting standards for
amendments to the Certificate of
Incorporation with a majority standard.
5. To approve an amendment to our Bylaws to Mgmt For For
replace all supermajority voting standards
for amendments to the Bylaws with a
majority standard.
6. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year 2023,
ending February 3, 2024.
7. Advisory resolution to approve the Mgmt For For
Company's executive compensation.
8. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the Company's executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VAIL RESORTS, INC. Agenda Number: 935723646
--------------------------------------------------------------------------------------------------------------------------
Security: 91879Q109
Meeting Type: Annual
Meeting Date: 07-Dec-2022
Ticker: MTN
ISIN: US91879Q1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Robert A. Katz Mgmt For For
1c. Election of Director: Kirsten A. Lynch Mgmt For For
1d. Election of Director: Nadia Rawlinson Mgmt For For
1e. Election of Director: John T. Redmond Mgmt For For
1f. Election of Director: Michele Romanow Mgmt For For
1g. Election of Director: Hilary A. Schneider Mgmt For For
1h. Election of Director: D. Bruce Sewell Mgmt For For
1i. Election of Director: John F. Sorte Mgmt For For
1j. Election of Director: Peter A. Vaughn Mgmt For For
2. Ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending July 31,
2023.
3. Advisory vote to approve executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
VULCAN MATERIALS COMPANY Agenda Number: 935788200
--------------------------------------------------------------------------------------------------------------------------
Security: 929160109
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: VMC
ISIN: US9291601097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Melissa H. Anderson Mgmt For For
1b. Election of Director: O. B. Grayson Hall, Mgmt For For
Jr.
1c. Election of Director: Lydia H. Kennard Mgmt For For
1d. Election of Director: James T. Prokopanko Mgmt For For
1e. Election of Director: George Willis Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
WALMART INC. Agenda Number: 935833144
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cesar Conde Mgmt For For
1b. Election of Director: Timothy P. Flynn Mgmt For For
1c. Election of Director: Sarah J. Friar Mgmt For For
1d. Election of Director: Carla A. Harris Mgmt For For
1e. Election of Director: Thomas W. Horton Mgmt For For
1f. Election of Director: Marissa A. Mayer Mgmt For For
1g. Election of Director: C. Douglas McMillon Mgmt For For
1h. Election of Director: Gregory B. Penner Mgmt For For
1i. Election of Director: Randall L. Stephenson Mgmt For For
1j. Election of Director: S. Robson Walton Mgmt For For
1k. Election of Director: Steuart L. Walton Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Ernst & Young LLP as Mgmt For For
Independent Accountants.
5. Policy Regarding Worker Pay in Executive Shr Against For
Compensation.
6. Report on Human Rights Due Diligence. Shr Against For
7. Racial Equity Audit. Shr Against For
8. Racial and Gender Layoff Diversity Report. Shr Against For
9. Request to Require Shareholder Approval of Shr Against For
Certain Future Bylaw Amendments.
10. Report on Reproductive Rights and Data Shr Against For
Privacy.
11. Communist China Risk Audit. Shr Against For
12. Workplace Safety & Violence Review. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
Calamos Evolving World Growth Fund
--------------------------------------------------------------------------------------------------------------------------
ACCTON TECHNOLOGY CORPORATION Agenda Number: 717241804
--------------------------------------------------------------------------------------------------------------------------
Security: Y0002S109
Meeting Type: AGM
Meeting Date: 15-Jun-2023
Ticker:
ISIN: TW0002345006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 BUSINESS REPORT AND FINANCIAL Mgmt For For
STATEMENT
2 2022 PROFIT DISTRIBUTION PROPOSAL. PROPOSED Mgmt For For
CASH DIVIDEND: TWD 7.5 PER SHARE
3 AMENDMENTS TO THE ARTICLES OF ASSOCIATION Mgmt For For
OF THE COMPANY.
4 AMENDMENTS TO THE PROCEDURES FOR Mgmt For For
ACQUISITION AND DISPOSAL OF ASSETS OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO-FABRICATION EQUIPMENT INC. CHINA Agenda Number: 716875729
--------------------------------------------------------------------------------------------------------------------------
Security: Y001DM108
Meeting Type: AGM
Meeting Date: 20-Apr-2023
Ticker:
ISIN: CNE100003MM9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
2 2022 ANNUAL ACCOUNTS Mgmt For For
3 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY0.00000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
4 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
5 REAPPOINTMENT OF 2023 AUDIT FIRM Mgmt For For
6 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
7 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
8 2023 REMUNERATION PLAN FOR DIRECTORS Mgmt For For
9 2023 REMUNERATION PLAN FOR SUPERVISORS Mgmt For For
10 PURCHASE OF LIABILITY INSURANCE FOR Mgmt For For
DIRECTORS, SUPERVISORS AND SENIOR
MANAGEMENT
11 2023 RESTRICTED STOCK INCENTIVE PLAN Mgmt For For
(DRAFT) AND ITS SUMMARY
12 APPRAISAL MANAGEMENT MEASURES FOR THE Mgmt For For
IMPLEMENTATION OF 2023 RESTRICTED STOCK
INCENTIVE PLAN
13 AUTHORIZATION TO THE BOARD TO HANDLE THE Mgmt For For
EQUITY INCENTIVE
CMMT 03 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT OF
RESOLUTIONS 3, 13. IF YOU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO-FABRICATION EQUIPMENT INC. CHINA Agenda Number: 717189989
--------------------------------------------------------------------------------------------------------------------------
Security: Y001DM108
Meeting Type: EGM
Meeting Date: 18-May-2023
Ticker:
ISIN: CNE100003MM9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CHANGE OF DIRECTORS AND ADJUSTMENT OF Mgmt For For
MEMBERS OF SPECIAL COMMITTEES OF THE BOARD
--------------------------------------------------------------------------------------------------------------------------
AIA GROUP LTD Agenda Number: 716976191
--------------------------------------------------------------------------------------------------------------------------
Security: Y002A1105
Meeting Type: AGM
Meeting Date: 18-May-2023
Ticker:
ISIN: HK0000069689
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100638.pdf
CMMT 19 APR 2023: PLEASE NOTE IN THE HONG KONG Non-Voting
MARKET THAT A VOTE OF "ABSTAIN" WILL BE
TREATED THE SAME AS A "TAKE NO ACTION"
VOTE.
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY, THE
REPORT OF THE DIRECTORS AND THE INDEPENDENT
AUDITORS REPORT FOR THE YEAR ENDED 31
DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND OF 113.40 HONG Mgmt For For
KONG CENTS PER SHARE FOR THE YEAR ENDED 31
DECEMBER 2022
3 TO RE-ELECT MR. EDMUND SZE-WING TSE AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
4 TO RE-ELECT MR. JACK CHAK-KWONG SO AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
5 TO RE-ELECT PROFESSOR LAWRENCE JUEN-YEE LAU Mgmt For For
AS INDEPENDENT NON-EXECUTIVE DIRECTOR OF
THE COMPANY
6 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
AUDITOR OF THE COMPANY AND TO AUTHORISE THE
BOARD OF DIRECTORS OF THE COMPANY TO FIX
ITS REMUNERATION
7A TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY, NOT EXCEEDING 10 PER
CENT OF THE NUMBER OF SHARES OF THE COMPANY
IN ISSUE AS AT THE DATE OF THIS RESOLUTION,
AND THE DISCOUNT FOR ANY SHARES TO BE
ISSUED SHALL NOT EXCEED 10 PER CENT TO THE
BENCHMARKED PRICE
7B TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO BUY BACK SHARES OF THE COMPANY, NOT
EXCEEDING 10 PER CENT OF THE NUMBER OF
SHARES OF THE COMPANY IN ISSUE AS AT THE
DATE OF THIS RESOLUTION
8 TO ADJUST THE LIMIT OF THE ANNUAL SUM OF Mgmt For For
THE DIRECTORS FEE TO USD 3,800,000
9 TO APPROVE AND ADOPT THE PROPOSED Mgmt For For
AMENDMENTS TO THE SHARE OPTION SCHEME OF
THE COMPANY
10 TO APPROVE AND ADOPT THE RESTRICTED SHARE Mgmt For For
UNIT SCHEME OF THE COMPANY WITH THE AMENDED
TERMS
11 TO APPROVE AND ADOPT THE EMPLOYEE SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
12 TO APPROVE AND ADOPT THE AGENCY SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
CMMT 19 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
AIRPORTS OF THAILAND PUBLIC CO LTD Agenda Number: 716425904
--------------------------------------------------------------------------------------------------------------------------
Security: Y0028Q137
Meeting Type: AGM
Meeting Date: 20-Jan-2023
Ticker:
ISIN: TH0765010Z16
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 830108 DUE TO RECEIPT OF UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU
CMMT IN THE SITUATION WHERE THE CHAIRMAN OF THE Non-Voting
MEETING SUDDENLY CHANGE THE AGENDA AND/OR
ADD NEW AGENDA DURING THE MEETING, WE WILL
VOTE THAT AGENDA AS ABSTAIN.
1 MATTERS TO BE INFORMED TO THE SHAREHOLDERS Mgmt For For
2 TO ACKNOWLEDGE THE 2022 OPERATING RESULTS Mgmt For For
3 TO APPROVE THE FINANCIAL STATEMENTS FOR THE Mgmt For For
FISCAL YEAR 2022 ENDED 30 SEPTEMBER 2022
4 TO APPROVE THE OMISSION OF DIVIDEND PAYMENT Mgmt For For
FOR THE ACCOUNTING YEAR 2022 OPERATING
RESULTS
5.1 TO ELECT NEW DIRECTOR IN REPLACEMENT OF Mgmt For For
THOSE WHO RETIRE BY ROTATION: MR. SARAWUT
SONGSIVILAI
5.2 TO ELECT NEW DIRECTOR IN REPLACEMENT OF Mgmt For For
THOSE WHO RETIRE BY ROTATION: POLICE
GENERAL MANOO MEKMOK
5.3 TO ELECT NEW DIRECTOR IN REPLACEMENT OF Mgmt For For
THOSE WHO RETIRE BY ROTATION: MRS.
PHONGSAWARD GUYAROONSUITH
5.4 TO ELECT NEW DIRECTOR IN REPLACEMENT OF Mgmt For For
THOSE WHO RETIRE BY ROTATION: MR. APIRAT
CHAIWONGNOI
5.5 TO ELECT NEW DIRECTOR IN REPLACEMENT OF Mgmt For For
THOSE WHO RETIRE BY ROTATION: POLICE
LIEUTENANT GENERAL JIRABHOP BHURIDEJ
6 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
7 TO APPOINT AN AUDITOR AND DETERMINE THE Mgmt For For
AUDITOR'S AUDIT FEE: EY COMPANY LIMITED
8 OTHER MATTERS (IF ANY) Mgmt For Against
CMMT 13 DEC 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT IN
RESOLUTION 7. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
AIRTAC INTERNATIONAL GROUP Agenda Number: 717270893
--------------------------------------------------------------------------------------------------------------------------
Security: G01408106
Meeting Type: AGM
Meeting Date: 20-Jun-2023
Ticker:
ISIN: KYG014081064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THE COMPANYS OPERATION AND BUSINESS REPORT Mgmt For For
AND CONSOLIDATED FINANCIAL STATEMENTS FOR
YEAR 2022.
2 THE COMPANYS EARNINGS DISTRIBUTION FOR Mgmt For For
2022. THE DISTRIBUTION OF CASH DIVIDENDS IS
NTD13.45355 PER SHARE.
3 THE AMENDMENTS TO THE AMENDED AND RESTATED Mgmt For For
MEMORANDUM AND ARTICLES OF ASSOCIATION (THE
M AND A) OF THE COMPANY. (THIS MATTER
SHOULD BE APPROVED BY SPECIAL RESOLUTION).
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 935699807
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102
Meeting Type: Annual
Meeting Date: 30-Sep-2022
Ticker: BABA
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: DANIEL YONG ZHANG (To Mgmt For For
serve as a Group II director for a term of
office to expire at the third succeeding
annual general meeting after his or her
election.)
1.2 Election of Director: JERRY YANG (To serve Mgmt For For
as a Group II director for a term of office
to expire at the third succeeding annual
general meeting after his or her election.)
1.3 Election of Director: WAN LING MARTELLO (To Mgmt For For
serve as a Group II director for a term of
office to expire at the third succeeding
annual general meeting after his or her
election.)
1.4 Election of Director: WEIJIAN SHAN (To Mgmt For For
serve the remaining term of the Company's
Group I directors, which will end at the
Company's 2024 annual general meeting.)
1.5 Election of Director: IRENE YUN-LIEN LEE Mgmt For For
(To serve the remaining term of the
Company's Group I directors, which will end
at the Company's 2024 annual general
meeting.)
1.6 Election of Director: ALBERT KONG PING NG Mgmt For For
(To serve as a Group II director for a term
of office to expire at the third succeeding
annual general meeting after his or her
election.)
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers as the independent
registered public accounting firm of the
Company for the fiscal year ending March
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LTD Agenda Number: 715969448
--------------------------------------------------------------------------------------------------------------------------
Security: G01719114
Meeting Type: AGM
Meeting Date: 30-Sep-2022
Ticker:
ISIN: KYG017191142
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0808/2022080800976.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0808/2022080800994.pdf
1.1 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: DANIEL YONG
ZHANG
1.2 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: JERRY YANG
1.3 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: WAN LING
MARTELLO
1.4 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: WEIJIAN
SHAN
1.5 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: IRENE
YUN-LIEN LEE
1.6 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: ALBERT KONG
PING NG
2 RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY FOR THE FISCAL YEAR ENDING MARCH
31, 2023
--------------------------------------------------------------------------------------------------------------------------
ARABIAN DRILLING COMPANY Agenda Number: 717255877
--------------------------------------------------------------------------------------------------------------------------
Security: M00018107
Meeting Type: OGM
Meeting Date: 07-Jun-2023
Ticker:
ISIN: SA15L1I156H7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 VOTING ON THE COMPANY EXTERNAL AUDITOR Mgmt For For
REPORT FOR THE FINANCIAL YEAR ENDED
31/12/2022 AND DISCUSSING IT
2 REVIEWING AND DISCUSSING THE FINANCIAL Non-Voting
STATEMENTS FOR THE FINANCIAL YEAR ENDING ON
31/12/2022
3 REVIEWING AND DISCUSSING THE BOARD OF Non-Voting
DIRECTORS REPORT FOR THE FINANCIAL YEAR
ENDING ON 31/12/2022
4 VOTING ON APPOINTING AN EXTERNAL AUDITOR Mgmt For For
FOR THE COMPANY AMONG THOSE NOMINEES BASED
ON THE RECOMMENDATION OF THE AUDIT
COMMITTEE TO EXAMINE, REVIEW AND AUDIT THE
FINANCIAL STATEMENTS FOR THE SECOND AND
THIRD QUARTERS AND AUDIT ANNUAL FINANCIAL
STATEMENTS FOR THE FINANCIAL YEAR 2023 AND
THE FIRST QUARTER OF THE FINANCIAL YEAR
2024 AND DETERMINE THEIR FEES
5 VOTING ON THE DISCHARGE OF THE MEMBERS OF Mgmt For For
THE BOARD OF DIRECTORS FROM LIABILITY FOR
THE FINANCIAL YEAR ENDED 31/12/2022
6 VOTING ON THE PAYMENT OF AN AMOUNT OF SAR Mgmt For For
(3,250,000) AS REMUNERATION TO THE MEMBERS
OF THE BOARD OF DIRECTORS FOR THE FINANCIAL
YEAR ENDED 31/12/2022
7 VOTING ON THE BUSINESS AND CONTRACTS THAT Mgmt For For
TOOK PLACE BETWEEN THE ARABIAN DRILLING AND
SCHLUMBERGER COMPANY (SLB), IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE EMPLOYEE SECONDMENT AGREEMENTS FOR A
PERIOD OF ONE YEAR WITHOUT PREFERENTIAL
CONDITIONS, KNOWING THAT THE TRANSACTIONS
FOR THE YEAR 2022 AMOUNTED TO SAR
(6,086,693)
8 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
SCHLUMBERGER COMPANY (SLB), IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, AND THE MEMBER OF THE BOARD OF
DIRECTORS, MR. JESUS LAMAS, HAVE AN
INDIRECT INTEREST IN THEM, WHICH ARE
CONTRACTS FOR THE SUPPLY OF EQUIPMENT AND
SPARE PARTS BASED ON PURCHASE ORDERS FOR A
PERIOD OF ONE YEAR WITHOUT PREFERENTIAL
CONDITIONS, NOTING THAT THE TRANSACTIONS
FOR THE YEAR 2022 AMOUNTED TO SAR (81,622)
9 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
CAMERON AL-RASHEED COMPANY LIMITED, IN
WHICH THE MEMBER OF THE BOARD OF DIRECTORS,
MR. VIJAY KASIBHATLA, AND A MEMBER OF THE
BOARD OF DIRECTORS, MR. JESUS LAMAS, HAVE
AN INDIRECT INTEREST IN THEM, WHICH ARE
CONTRACTS FOR THE SUPPLY OF EQUIPMENT AND
SPARE PARTS BASED ON PURCHASE ORDERS FOR A
PERIOD A YEAR WITHOUT PREFERENTIAL
CONDITIONS, KNOWING THAT THE TRANSACTIONS
FOR THE YEAR 2022 AMOUNTED TO SAR
(36,871,687)
10 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
CAMERON INTERNATIONAL COMPANY, IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE SUPPLY AGREEMENT CONTRACTS FOR A PERIOD
OF ONE YEAR WITHOUT PREFERENTIAL TERMS,
KNOWING THAT THE TRANSACTIONS FOR THE YEAR
2022 AMOUNTED TO SAR (361,646.25)
11 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
CAMERON FRANCE SAS, IN WHICH THE MEMBER OF
THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE CONTRACTS SUPPLYING EQUIPMENT AND SPARE
PARTS FOR A PERIOD OF ONE YEAR WITHOUT
PREFERENTIAL TERMS, KNOWING THAT THE
TRANSACTIONS FOR THE YEAR 2022 ARE IN THE
AMOUNT OF SAR (9,437,266)
12 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
CAMERON SENSE AS COMPANY, IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE CONTRACTS SUPPLYING EQUIPMENT AND SPARE
PARTS FOR A PERIOD OF ONE YEAR WITHOUT
PREFERENTIAL TERMS, NOTING THAT THE
TRANSACTIONS FOR THE YEAR 2022 ARE IN THE
AMOUNT OF SAR (991,715)
13 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
CAMERON MIDDLE EAST FZE, IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE CONTRACTS SUPPLYING EQUIPMENT AND SPARE
PARTS FOR A PERIOD OF ONE YEAR WITHOUT
PREFERENTIAL TERMS, KNOWING THAT THE
TRANSACTIONS ARE FOR THE YEAR 2022 IN THE
AMOUNT OF SAR (18,670,240)
14 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
SCHLUMBERGER MIDDLE EAST SA, IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE CONTRACTS FOR AN ONSHORE DRILLING
PLATFORM AGREEMENT FOR A PERIOD OF ONE YEAR
WITHOUT PREFERENTIAL CONDITIONS, KNOWING
THAT THE TRANSACTIONS FOR THE YEAR 2022 ARE
IN THE AMOUNT OF SAR (598,608,432.54)
15 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
SCHLUMBERGER MIDDLE EAST SA, IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
ARE CONTRACTS FOR AN ONSHORE DRILLING
PLATFORM AGREEMENT FOR A PERIOD OF ONE YEAR
WITHOUT PREFERENTIAL CONDITIONS, KNOWING
THAT THE TRANSACTIONS FOR THE YEAR 2022 ARE
IN THE AMOUNT OF SAR (23,346,703)
16 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
SCHLUMBERGER MIDDLE EAST SA, IN WHICH THE
MEMBER OF THE BOARD OF DIRECTORS, MR. VIJAY
KASIBHATLA, HAS AN INDIRECT INTEREST, WHICH
IS AN ONSHORE DRILLING PLATFORM AGREEMENT
CONTRACTS FOR A PERIOD OF ONE YEAR WITHOUT
PREFERENTIAL CONDITIONS, KNOWING THAT THE
TRANSACTIONS FOR THE YEAR 2022 ARE IN THE
AMOUNT OF SAR (146,502,204)
17 VOTING ON THE BUSINESS AND CONTRACTS THAT Mgmt For For
WERE CONCLUDED BETWEEN THE ARAB DRILLING
AND THE ARAB COMPANY FOR GEOPHYSICS AND
SURVEYING, IN WHICH THE CHAIRMAN OF THE
BOARD OF DIRECTORS, MR. KHALED MOHAMED NOAH
AND MR. SAMIR SETH, HAVE AN INDIRECT
INTEREST IN THEM, WHICH ARE COMMERCIAL
LEASE CONTRACTS FOR A PERIOD OF ONE YEAR
WITHOUT PREFERENTIAL CONDITIONS, KNOWING
THAT THE TRANSACTIONS ARE FOR THE YEAR 2022
IN THE AMOUNT OF SAR (54,262)
18 VOTING ON THE BUSINESS AND CONTRACTS Mgmt For For
CONCLUDED BETWEEN THE ARABIAN DRILLING AND
THE INDUSTRIALIZATION AND ENERGY SERVICES
COMPANY (TAQA), IN WHICH THE CHAIRMAN OF
THE BOARD OF DIRECTORS, MR. KHALED MOHAMED
NOAH AND MR. SAMIR SETH, HAVE AN INDIRECT
INTEREST IN THEM, WHICH ARE EMPLOYEE
SECONDMENT CONTRACTS FOR A PERIOD OF ONE
YEAR WITHOUT PREFERENTIAL CONDITIONS,
NOTING THAT TRANSACTIONS FOR THE YEAR 2022
AMOUNTED TO SAR (144,564)
19 VOTING ON THE BUSINESS AND CONTRACTS THAT Mgmt For For
WERE CONCLUDED BETWEEN THE ARABIAN DRILLING
AND TAQA COMPANY FOR WELL SERVICES, IN
WHICH THE CHAIRMAN OF THE BOARD OF
DIRECTORS, MR. KHALED MOHAMED NOAH AND MR.
SAMIR SETH, HAVE AN INDIRECT INTEREST IN
THEM, WHICH ARE SERVICE AGREEMENT CONTRACTS
FOR A PERIOD OF ONE YEAR WITHOUT
PREFERENTIAL CONDITIONS, KNOWING THAT THE
TRANSACTIONS ARE FOR THE YEAR 2022 IN THE
AMOUNT OF SAR (6,909,030)
CMMT 18 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MEETING TYPE HAS BEEN
CHANGED FROM AGM TO OGM. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ARCOS DORADOS HOLDINGS INC Agenda Number: 935822622
--------------------------------------------------------------------------------------------------------------------------
Security: G0457F107
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: ARCO
ISIN: VGG0457F1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Consideration and approval of the Financial Mgmt For For
Statements of the Company corresponding to
the fiscal year ended December 31, 2022,
the Independent Report of the External
Auditors EY (Pistrelli, Henry Martin y
Asociados S.R.L., member firm of Ernst &
Young Global), and the Notes corresponding
to the fiscal year ended December 31, 2022.
2. Appointment and remuneration of EY Mgmt For For
(Pistrelli, Henry Martin y Asociados
S.R.L., member firm of Ernst & Young
Global), as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
3. DIRECTOR
Mr. Michael Chu Mgmt For For
Mr. Jose Alberto Velez Mgmt For For
Mr. Jose Fernandez Mgmt For For
Ms. Karla Berman Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ASE TECHNOLOGY HOLDING CO., LTD. Agenda Number: 717299235
--------------------------------------------------------------------------------------------------------------------------
Security: Y0249T100
Meeting Type: AGM
Meeting Date: 27-Jun-2023
Ticker:
ISIN: TW0003711008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RATIFICATION OF ASEHS 2022 BUSINESS REPORT Mgmt For For
AND FINANCIAL STATEMENTS.
2 RATIFICATION OF 2022 EARNINGS DISTRIBUTION Mgmt For For
PROPOSAL. PROPOSED CASH DIVIDEND: TWD 8.8
PER SHARE.
--------------------------------------------------------------------------------------------------------------------------
B3 SA - BRASIL BOLSA BALCAO Agenda Number: 716359129
--------------------------------------------------------------------------------------------------------------------------
Security: P1909G107
Meeting Type: EGM
Meeting Date: 12-Dec-2022
Ticker:
ISIN: BRB3SAACNOR6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 MANAGEMENT PROPOSAL, TO RESOLVE ON THE Mgmt For For
COMPANY'S DIRECT ACQUISITION, UNDER ARTICLE
256, PARAGRAPH 1, OF THE BRAZILIAN
CORPORATION LAW, OF ALL THE SHARES IN THE
CAPITAL STOCK OF NEUROANALITICA
PARTICIPACOES LTDA., A LIMITED LIABILITY
COMPANY ENROLLED WITH THE NATIONAL
CORPORATE TAXPAYERS REGISTER OF THE
MINISTRY OF ECONOMY, CNPJ,ME., UNDER NO.
16.704.445.0001.92., NEUROANALITICA, AND OF
ALL THE SHARES ISSUED BY NEUROPAR
PARTICIPACOES S.A., A CORPORATION ENROLLED
WITH THE NATIONAL CORPORATE TAXPAYERS
REGISTER OF THE MINISTRY OF ECONOMY,
CNPJ,ME., UNDER NO. 17.449.107.0001.14.,
NEUROPAR, AND, TOGETHER WITH
NEUROANALITICA, THE, HOLDING COMPANIES,
WITH THE RESULTING INDIRECT ACQUISITION,
THROUGH EQUITY INTERESTS IN THE HOLDING
COMPANIES, OF ALL THE SHARES ISSUED BY
NEUROTECH TECNOLOGIA DA INFORMACAO S.A., A
CORPORATION ENROLLED WITH THE NATIONAL
CORPORATE TAXPAYERS REGISTER OF THE
MINISTRY OF ECONOMY, CNPJ,ME., UNDER NO.
05.359.081.0001.34., NEUROTECH, AS SET
FORTH IN THE FINAL DOCUMENTATION THAT HAS
BEEN SIGNED AND OTHER MATERIALS SUBMITTED
TO THE MEETING, AND TO CONFIRM THE RELATED
ACTIONS TAKEN BY MANAGEMENT UP TO THE
MEETING
--------------------------------------------------------------------------------------------------------------------------
B3 SA - BRASIL BOLSA BALCAO Agenda Number: 716867621
--------------------------------------------------------------------------------------------------------------------------
Security: P1909G107
Meeting Type: EGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: BRB3SAACNOR6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 RESOLVE THE ADJUSTS TO THE BYLAWS,AS Mgmt For For
DETAILED IN THE PROPOSAL,TO BLOCK A
A1.INCLUDE,IN PARAGRAPH 2 OF ART22,REF.TO
ESTABLISH ATTRIBUTIONS TO THE BOARD BOD BY
MEANS OF INTERNAL REGULATION.A2ADJUST THE
DEF. OF HOLDER OF ACCESS AUTHORIZATION,TO
ALIGHT WITH THE CONCEPT OF PARTICIPANT OF
CVM RESOL.135 RES ADJUSTING PARAGRAPH 8 AND
9 OF ART22 AND PARAGRAPH 1 OF ART28.A3ADAPT
THE DEF. OF INDEPENDENT AND NONBOUND
DIRECTOR TO THE RES, WITH THE ALTERATION OF
LINES A,B,C AND INCLUSION LINE D IN
PARAGRAPH 10 OF ART22.A4ADAPT TO THE RES
THE REQUIREMENTS FOR INVESTITURE OF A
MEMBER OF THE BOARD, ADJUSTING PARAGRAPH 2
OF ART23.A5ADJUST THE BOD POWERS TO THE
RES, ADJUSTING LINES A,B,I AND J OF
ART30.A6INCLUDE,IN THE ART33, THE NEED TO
COMPLY WITH THE REQUIREMENTS OF THE
PARAGRAPH 4 OF ART. 22. FOR INVESTITURE AS
A MEMBER OF THE EXEC. BOARD.A7INCLUDE REF.
TO THE PROVISION OF ATTRIBUTIONS OF THE
BODIES IN INTERNAL REGULATIONS,AS RES,
ADJUSTING THE ART 35,OF THE CURRENT
PARAGRAPH 3 OF ART 45,OF ART48, F THE SOLE
PARAGRAPH OF ART49,OF PARAGRAPH 1 OF ART51
AND OF THE SOLEPARAGRAPH OF
ART52.A8CONSOLIDATE THE REF. TO THE
INTERNAL COMMITTEES, WITH THE INCLUSION OF
A NEW PARAGRAPH 3 TO ART35,REALLOCATION OF
LINE L OF ART37 TO ART39 AND INCLUSION,IN
THE LATTER ART,OF THE SOLE PARAGRAPH
,MAKING IT CLEARER THAT COMMITTEES WILL
FUNCTION ACCORDING TO THEIR REGULATIONS AND
THAT THE EXEC. BOARD WILL APPROVE,AS PER
CONFERRED BY THE RES.A9 I. REFLECT IN ART73
THE POSSIBILITY OF SELF REGULATORY
ACTIVITIES BEING EXERCISED BY AN
ASSOCIATION,NOT NECESSARILY BY A COMPANY,
AS RES. AND II. HARMONIZE THE WORDING OF
THE REFERRED ART TO THE PROVISIONS OF THE
RES.A10ADJUST THE WORDING I. OF LINES A, D,
E AND F OF THE SOLE PARAGRAPH OF ART3 TO
INCLUDE MENTION TO THE CLEARING AND DEPOSIT
SYSTEMS. AND II. ADJUST THE WORDING OF
THESE ITEMS,OF LINE B OF THE SAME ART AND
OF ITEM C OF ART47 TO HARMONIZE WITH THE
WORDING OF THE RES.A11EXCLUDE FROM THE
BYLAWS THE ANALYSIS OF CHANGES IN THE
CORPORATE CONTROL AND THE APPOINTMENT
MANAGERS OF COMPANIES THAT ARE AUTHORIZED
TO OPERATE IN THE TRADING OR REGISTRATION
SYSTEMS OF THE MARKETS MANAGED BY
B3,EXCLUDING PART OF THE CURRENT LINE M OF
ART35,SINCE THIS IS A BROADER OBLIGATION
2 BLOCK B. CORPORATE PURPOSE B.1. I. ALIGN Mgmt For For
THE TEXT OF ITEM II OF ARTICLE 3 TO THE
PROVISIONS OF THE RESOLUTION. II. CHANGE
ITEM XIII OF THE REFERRED ARTICLE, SINCE
THE CURRENT TEXT ALREADY PROVIDES FOR PRIOR
AUTHORIZATION BY THE REGULATORY AGENCIES,
AS APPLICABLE, AND ANY NEW ACTIVITIES MUST
FOLLOW THE PROPER REGULATION, IF ANY AND
III. CHANGE ITEM XIV, SINCE THE ACTIVITIES
CARRIED OUT BY THE ENTITIES IN WHICH THE
COMPANY WILL HAVE AN INTEREST MUST RESPECT
THE CURRENT REGULATION, AS APPLICABLE, AS
WELL AS THE INVESTMENT DECISION MAKING
GOVERNANCE ALREADY PROVIDED FOR IN THE
BYLAWS
3 BLOCK C. CAPITAL STOCK C.1. CHANGE THE Mgmt For For
EXPRESSION OF THE COMPANYS CAPITAL STOCK IN
ARTICLE 5 TO REFLECT THE CANCELLATION OF
280 MILLION SHARES HELD IN TREASURY, AS
APPROVED BY THE BOARD OF DIRECTORS ON MARCH
23, 2023
4 BLOCK D. SYSTEM FOR ELECTING MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS D.1. AMEND THE CAPUT AND
PARAGRAPH OF ARTICLE 23, AS WELL AS THE
CAPUT AND PARAGRAPH 1, 2 AND 4 OF ARTICLE
24, TO EXPRESSLY PROVIDE THAT THE
SHAREHOLDERS MEETINGS FOR ELECTION OF THE
MEMBERS OF THE BOARD OF DIRECTORS WILL NOT
NECESSARILY BE HELD USING THE SLATE SYSTEM,
AND THAT THE BOARD OF DIRECTORS, WHEN
CALLING THE MEETING, MAY DEFINE THAT THEY
BE HELD BY INDIVIDUAL VOTE
5 BLOCK E. POWERS OF THE PRESIDENT E.1. Mgmt For For
TRANSFER POWERS FROM THE PRESIDENT, CURRENT
ARTICLE 35, LINES H, I, J, L, M, P AND Q,
TO THE EXECUTIVE BOARD, ACCORDING TO THE
NEW LINES B, C, D, E, F, G AND H PROPOSED
IN THE NEW PARAGRAPH 1, WITH THE CONSEQUENT
TRANSFER OF THE TERM RULE FOR PRECAUTIONARY
SUSPENSION, CURRENT ARTICLE 35, PARAGRAPH
1, TO PARAGRAPH 3 OF ARTICLE 37. E.2. BOARD
OF DIRECTORS COMPETENCE TO APPEAL THE
DECISIONS MADE BY THE EXECUTIVE BOARD.
INCLUDE PARAGRAPH 2 IN ARTICLE 37, DUE TO
THE DELEGATIONS REFERRED TO IN ITEM E.1
ABOVE
6 BLOCK F. COMPOSITION OF THE AUDIT Mgmt For For
COMMITTEE. F.1. ADJUST THE CAPUT OF ARTICLE
46 TO ALLOW FOR DIFFERENT CONFIGURATIONS IN
THE COMPOSITION OF THE AUDIT COMMITTEE,
INCLUDING INCREASING THE NUMBER OF
DIRECTORS ON THIS COMMITTEE, WHILE
MAINTAINING THE REQUIREMENT THAT ALL OF
THEM BE INDEPENDENT MEMBERS
7 BLOCK G. INDEMNITY. G.1. INCLUDE, IN Mgmt For For
ARTICLE 76, THE MEMBERS OF THE FISCAL
COUNCIL , IF INSTALLED, AS INDEMNITY
BENEFICIARIES
8 BLOCK H. INVESTITURE OF BOARD MEMBERS. H.1. Mgmt For For
INCLUDE PARAGRAPH 6 IN ARTICLE 23 AND
PARAGRAPH 5 IN ARTICLE 24, TO PROVIDE THAT
THE INVESTITURE OF CANDIDATES TO THE BOARD
OF DIRECTORS NOMINATED BY SHAREHOLDERS MUST
RESPECT THE ELIGIBILITY REQUIREMENTS
PROVIDED BY THE COMPANY
9 BLOCK I. OTHER ADJUSTMENTS. I.1. ELECTION Mgmt For For
OF MEMBERS OF THE BOARD OF DIRECTORS, BOD,
TO THE EXECUTIVE BOARD. ADJUST THE WORDING
OF PARAGRAPH 1 OF ART 22 IN ORDER TO MAKE
EXPLICIT THAT THE OBJECTIVE OF THE
PROVISION IS NOT TO ALLOW THE TWO POSITIONS
TO BE HELD SIMULTANEOUSLY. I.2. EXCLUDE
PARAGRAPH 1 OF ART 30, AS IT REPEATS
CONTENT ALREADY REFLECTED IN LINE H OF ART
37. I.3. REFLECT THE CURRENT REPORTING
STRUCTURE OF THE EXECUTIVE BOARD IN
PARAGRAPH 2 OF ART 32. I.4. EXCLUDE, FROM
LINE A OF ART 37, THE MENTION OF THE
INTERNAL REGULATION OF THE STATUTORY
MANAGEMENT, KEEPING ONLY THAT OF THE
EXECUTIVE BOARD, CONSIDERING THAT ONLY THE
EXECUTIVE BOARD HAS ATTRIBUTIONS AS A
COLLEGIATE BODY. I.5. EXCLUDE, FROM LINE J
OF ART 37, A PASSAGE WITH CONTENT ALREADY
REFLECTED IN ART 39, CAPUT. I.6. EXCLUDE
MENTION OF THE ATTRIBUTIONS OF THE BOD
COMMITTEES RELATED TO THE COMPANIES IN
WHICH THE COMPANY HOLDS AN INTEREST, WITH
THE CONSEQUENT EXCLUSION OF PARAGRAPH 1 OF
ART 45, ALTERATION OF LINE C OF ART 47, AND
ALTERATION OF THE SOLE PARAGRAPH OF ART 49
AND ITS LINE I. I.7. REGARDING THE
REPRESENTATION OF THE COMPANY, INCLUDE A
NEW PARAGRAPH 3 TO CLARIFY THE TERM ROUTINE
ACTS, WITH THE CONSEQUENT EXCLUSION OF THE
CURRENT LINE A OF PARAGRAPH 2 OF ART 43 AND
ADJUSTMENT OF THE WORDING OF THE CURRENT
LINE D OF THE SAME PROVISION. I.8. INCLUDE,
IN LINE F OF ART 37, THE EXECUTIVE BOARDS
COMPETENCE TO AUTHORIZE OPERATIONS WITH
INTANGIBLE ASSETS OF THE PERMANENT ASSETS
WITH A VALUE LOWER THAN THE REFERENCE
VALUE, RV. I.9. INCLUDE A NEW LINE T IN AER
37, CONFERRING ON THE EXECUTIVE BOARD THE
AUTHORITY TO DELIBERATE ON THE PROVISION OF
GUARANTEES TO THIRD PARTY OBLIGATIONS IN AN
AMOUNT LESS THAN 10 PERCENT OF THE RV.
I.10. ADJUST THE WORDING OF ART 47 TO MAKE
IT CLEAR THAT THE AUDIT COMMITTEE SHALL
HAVE, IN ADDITION TO THE DUTIES SET FORTH
IN THE REGULATIONS AND ITS INTERNAL
REGULATION, THOSE SET FORTH IN THE BYLAWS.
I.11. OTHER WORDING ADJUSTMENTS, CROSS
REFERENCING AND RENUMBERING IN THE CURRENT
ART 22, PARAGRAPH 6, LINE A 30, PARAGRAPH 2
35, LINES K, N AND O AND PARAGRAPH 1. 37,
LINES M TO T, PARAGRAPH 1 AND ITS LINES 43,
PARAGRAPH 2, LINES B AND C 45, PARAGRAPH 2
68, PARAGRAPH 1
10 TO RESTATE THE COMPANYS BYLAWS SO AS TO Mgmt For For
REFLECT THE AMENDMENTS MENTIONED ABOVE
--------------------------------------------------------------------------------------------------------------------------
B3 SA - BRASIL BOLSA BALCAO Agenda Number: 716873585
--------------------------------------------------------------------------------------------------------------------------
Security: P1909G107
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: BRB3SAACNOR6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
1 TO RESOLVE ON THE MANAGEMENT ACCOUNTS AND Mgmt For For
THE FINANCIAL STATEMENTS REFERRING TO THE
FISCAL YEAR ENDED DECEMBER 31, 2022
2 TO RESOLVE ON THE ALLOCATION OF INCOME IN Mgmt For For
THE FISCAL YEAR ENDED DECEMBER 31, 2022, ON
THE FOLLOWING TERMS AS DETAILED IN THE
MANAGEMENT PROPOSAL I. TO ALLOCATE PART OF
THE CORPORATE NET INCOME FOR THE FISCAL
YEAR TO THE ACCOUNT OF DIVIDENDS, IN AN
AMOUNT CORRESPONDING TO BRL
2,282,604,000.00, OF WHICH BRL
2,070,014,000.00 HAVE ALREADY BEEN PAID TO
THE SHAREHOLDERS AS DIVIDENDS AND INTEREST
ON EQUITY, DURING THE YEAR, BASED ON
ARTICLE 57 OF THE BYLAWS, WITH A REMAINING
BALANCE OF BRL 212,590,000.00 TO BE
DISTRIBUTED AS DIVIDENDS, AS DETAILED IN
THE MANAGEMENT PROPOSAL II. ALLOCATE THE
AMOUNTS RECORDED UNDER RETAINED EARNINGS
DURING THE YEAR, IN THE AMOUNT OF BRL
1,945,002,580.83 TO THE STATUTORY RESERVE,
PURSUANT TO ARTICLE 56, PARAGRAPH 1, II. OF
THE BYLAWS
3 TO DEFINE THAT THE COMPANY'S BOARD OF Mgmt For For
DIRECTORS WILL BE COMPOSED OF ELEVEN
MEMBERS IN THE 2023 AT 2025 TERM
4 TO ELECT THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS BY SLATE NOMINATION OF ALL THE
NAMES THAT COMPOSE THE SLATE. THE VOTES
INDICATED IN THIS SECTION WILL BE
DISREGARDED IF THE SHAREHOLDER WITH VOTING
RIGHTS FILLS IN THE FIELDS PRESENT IN THE
SEPARATE ELECTION OF A MEMBER OF THE BOARD
OF DIRECTORS AND THE SEPARATE ELECTION
REFERRED TO IN THESE FIELDS TAKES PLACE:
ANA DOLORES MOURA CARNEIRO DE NOVAES
ANTONIO CARLOS QUINTELLA CAIO IBRAHIM DAVID
CLAUDIA DE SOUZA FERRIS CLAUDIA FARKOUH
PRADO CRISTINA ANNE BETTS FLORIAN BARTUNEK
GUILHERME AFFONSO FERREIRA MAURICIO MACHADO
DE MINAS PEDRO PAULO GIUBBINA LORENZINI
RODRIGO GUEDES XAVIER
5 IF ONE OF THE CANDIDATES THAT COMPOSES YOUR Mgmt For For
CHOSEN SLATE LEAVES IT, CAN THE VOTES
CORRESPONDING TO YOUR SHARES CONTINUE TO BE
CONFERRED ON THE SAME SLATE
CMMT FOR THE PROPOSAL 6 REGARDING THE ADOPTION Non-Voting
OF CUMULATIVE VOTING, PLEASE BE ADVISED
THAT YOU CAN ONLY VOTE FOR OR ABSTAIN. AN
AGAINST VOTE ON THIS PROPOSAL REQUIRES
PERCENTAGES TO BE ALLOCATED AMONGST THE
DIRECTORS IN PROPOSAL 7.1 TO 7.11. IN THIS
CASE PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE IN ORDER TO ALLOCATE
PERCENTAGES AMONGST THE DIRECTORS.
6 IN CASE OF A CUMULATIVE VOTING PROCESS, Mgmt For For
SHOULD THE CORRESPONDING VOTES TO YOUR
SHARES BE EQUALLY DISTRIBUTED AMONG THE
MEMBERS OF THE SLATE THAT YOUVE CHOSEN. IF
THE SHAREHOLDER CHOOSES YES AND ALSO
INDICATES THE APPROVE ANSWER TYPE FOR
SPECIFIC CANDIDATES AMONG THOSE LISTED
BELOW, THEIR VOTES WILL BE DISTRIBUTED
PROPORTIONALLY AMONG THESE CANDIDATES. IF
THE SHAREHOLDER CHOOSES TO ABSTAIN AND THE
ELECTION OCCURS BY THE CUMULATIVE VOTING
PROCESS, THE SHAREHOLDERS VOTE SHALL BE
COUNTED AS AN ABSTENTION IN THE RESPECTIVE
RESOLUTION OF THE MEETING
7.1 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: ANA DOLORES MOURA CARNEIRO DE
NOVAES
7.2 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: ANTONIO CARLOS QUINTELLA
7.3 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: CAIO IBRAHIM DAVID
7.4 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: CLAUDIA DE SOUZA FERRIS
7.5 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: CLAUDIA FARKOUH PRADO
7.6 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: CRISTINA ANNE BETTS
7.7 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: FLORIAN BARTUNEK
7.8 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: GUILHERME AFFONSO FERREIRA
7.9 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: MAURICIO MACHADO DE MINAS
7.10 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: PEDRO PAULO GIUBBINA
LORENZINI
7.11 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION: RODRIGO GUEDES XAVIER
8 TO RESOLVE ON THE AGGREGATE COMPENSATION OF Mgmt For For
THE MANAGERS FOR YEAR 2023 IN THE AMOUNT OF
BRL 136,019,485.31, UNDER THE TERMS OF THE
MANAGEMENT PROPOSAL
9 DO YOU WISH TO REQUEST THE INSTALLATION THE Mgmt For For
FISCAL COUNCIL, PURSUANT TO ARTICLE 161 OF
LAW NO. 6.404, OF 1976
10 ELECTION OF MEMBERS OF THE FISCAL COUNCIL Mgmt For For
BY SLATE NOMINATION OF ALL THE NAMES THAT
COMPOSE THE SLATE: ANDRE COJI AND MARIA
PAULA SOARES ARANHA ANGELA APARECIDA SEIXAS
AND ESTELA MARIS VIEIRA DE SOUZA MARCUS
MOREIRA DE ALMEIDA AND INES CORREA DE SOUZA
11 IF ONE OF THE CANDIDATES OF THE SLATE Mgmt For For
LEAVES IT, TO ACCOMMODATE THE SEPARATE
ELECTION REFERRED TO IN ARTICLES 161,
PARAGRAPH 4, AND 240 OF LAW 6404, OF 1976,
CAN THE VOTES CORRESPONDING TO YOUR SHARES
CONTINUE TO BE CONFERRED TO THE SAME SLATE
12 IN THE EVENT OF INSTALLATION OF THE FISCAL Mgmt For For
COUNCIL, TO FIX ITS COMPENSATION, UNDER THE
CORPORATE LAW, IN BRL 546,480.00
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
B3 SA - BRASIL BOLSA BALCAO Agenda Number: 717184030
--------------------------------------------------------------------------------------------------------------------------
Security: P1909G107
Meeting Type: EGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: BRB3SAACNOR6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 DO YOU WISH TO REQUEST THE CUMULATIVE Mgmt Against Against
VOTING FOR THE ELECTION OF THE BOARD OF
DIRECTORS, UNDER THE TERMS OF ART. 141 OF
LAW 6,404, OF 1976. IF THE SHAREHOLDER
CHOOSES, NO, OR, ABSTAIN, HIS, HER SHARES
WILL NOT BE COMPUTED FOR THE REQUEST OF THE
CUMULATIVE VOTING REQUEST
2 ELECTION OF THE BOARD OF DIRECTORS BY Mgmt For For
SINGLE GROUP OF CANDIDATES. NOMINATION OF
ALL THE NAMES THAT COMPOSE THE SLATE, THE
VOTES INDICATED IN THIS SECTION WILL BE
DISREGARDED IF THE SHAREHOLDER WITH VOTING
RIGHTS FILLS IN THE FIELDS PRESENT IN THE
SEPARATE ELECTION OF A MEMBER OF THE BOARD
OF DIRECTORS AND THE SEPARATE ELECTION
REFERRED TO IN THESE FIELDS TAKES PLACE.ANA
DOLORES MOURA CARNEIRO DE NOVAES. ANTONIO
CARLOS QUINTELLA. CAIO IBRAHIM DAVID.
CLAUDIA DE SOUZA FERRIS. CLAUDIA FARKOUH
PRADO. CRISTINA ANNE BETTS. FLORIAN
BARTUNEK. GUILHERME AFFONSO FERREIRA.
MAURICIO MACHADO DE MINAS. PEDRO PAULO
GIUBBINA LORENZINI. RODRIGO GUEDES XAVIER
3 IF ONE OF THE CANDIDATES THAT COMPOSES YOUR Mgmt For For
CHOSEN SLATE LEAVES IT, CAN THE VOTES
CORRESPONDING TO YOUR SHARES CONTINUE TO BE
CONFERRED ON THE SAME SLATE
CMMT FOR THE PROPOSAL 4 REGARDING THE ADOPTION Non-Voting
OF CUMULATIVE VOTING, PLEASE BE ADVISED
THAT YOU CAN ONLY VOTE FOR OR ABSTAIN. AN
AGAINST VOTE ON THIS PROPOSAL REQUIRES
PERCENTAGES TO BE ALLOCATED AMONGST THE
DIRECTORS IN PROPOSAL 5.1 TO 5.11. IN THIS
CASE PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE IN ORDER TO ALLOCATE
PERCENTAGES AMONGST THE DIRECTORS
4 IN CASE OF A CUMULATIVE VOTING PROCESS, Mgmt For For
SHOULD THE CORRESPONDING VOTES TO YOUR
SHARES BE EQUALLY DISTRIBUTED AMONG THE
MEMBERS OF THE SLATE THAT YOU VE CHOSEN. IF
THE SHAREHOLDER CHOOSES, YES, AND ALSO
INDICATES THE, APPROVE, ANSWER TYPE FOR
SPECIFIC CANDIDATES AMONG THOSE LISTED
BELOW, THEIR VOTES WILL BE DISTRIBUTED
PROPORTIONALLY AMONG THESE CANDIDATES. IF
THE SHAREHOLDER CHOOSES TO, ABSTAIN, AND
THE ELECTION OCCURS BY THE CUMULATIVE
VOTING PROCESS, THE SHAREHOLDERS VOTE SHALL
BE COUNTED AS AN ABSTENTION IN THE
RESPECTIVE RESOLUTION OF THE MEETING
5.1 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.ANA DOLORES MOURA CARNEIRO DE
NOVAES
5.2 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.ANTONIO CARLOS QUINTELLA
5.3 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.CAIO IBRAHIM DAVID
5.4 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.CLAUDIA DE SOUZA FERRIS
5.5 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.CLAUDIA FARKOUH PRADO
5.6 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.CRISTINA ANNE BETTS
5.7 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.FLORIAN BARTUNEK
5.8 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.GUILHERME AFFONSO FERREIRA
5.9 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.MAURICIO MACHADO DE MINAS
5.10 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.PEDRO PAULO GIUBBINA LORENZINI
5.11 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION.RODRIGO GUEDES XAVIER
CMMT 09 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN RECORD DATE FROM
29 MAY 2023 TO 30 MAY 2023. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BAIDU INC Agenda Number: 717295946
--------------------------------------------------------------------------------------------------------------------------
Security: G07034104
Meeting Type: AGM
Meeting Date: 27-Jun-2023
Ticker:
ISIN: KYG070341048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0524/2023052400609.pdf
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0524/2023052400647.pdf
1 THAT THE COMPANYS FOURTH AMENDED AND Mgmt For For
RESTATED MEMORANDUM OF ASSOCIATION AND
ARTICLES OF ASSOCIATION BE AMENDED AND
RESTATED BY THEIR DELETION IN THEIR
ENTIRETY AND BY THE SUBSTITUTION IN THEIR
PLACE OF THE FIFTH AMENDED AND RESTATED
MEMORANDUM OF ASSOCIATION AND ARTICLES OF
ASSOCIATION IN THE FORM AS SET OUT IN THE
MEETING NOTICE (THE AMENDED M&AA) FOR THE
PURPOSES OF, AMONG OTHERS, (I) BRINGING THE
AMENDED M&AA IN LINE WITH APPLICABLE
AMENDMENTS MADE TO APPENDIX 3 TO THE RULES
GOVERNING THE LISTING OF SECURITIES ON THE
STOCK EXCHANGE OF HONG KONG LIMITED; AND
(II) MAKING OTHER CONSEQUENTIAL AND
HOUSEKEEPING CHANGES IN CONJUNCTION WITH
THE PROPOSED ADOPTION OF THE AMENDED M&AA
--------------------------------------------------------------------------------------------------------------------------
BANK OF THE PHILIPPINE ISLANDS Agenda Number: 716841019
--------------------------------------------------------------------------------------------------------------------------
Security: Y0967S169
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: PHY0967S1694
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CALL TO ORDER Mgmt For For
2 CERTIFICATION OF NOTICE OF MEETING, Mgmt For For
DETERMINATION OF QUORUM, AND RULES OF
CONDUCT AND PROCEDURES
3 APPROVAL OF THE MINUTES OF THE ANNUAL Mgmt For For
MEETING OF THE STOCKHOLDERS ON APRIL 28,
2022, AND SPECIAL MEETING OF STOCKHOLDERS
ON JANUARY 17, 2023
4 APPROVAL OF ANNUAL REPORT AND AUDITED Mgmt For For
FINANCIAL STATEMENTS
5 RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For
DIRECTORS AND OFFICERS
6 ELECTION OF DIRECTOR: JAIME AUGUSTO ZOBEL Mgmt For For
DE AYALA
7 ELECTION OF DIRECTOR: JANET GUAT HAR ANG Mgmt For For
(INDEPENDENT DIRECTOR)
8 ELECTION OF DIRECTOR: RENE G. BANEZ Mgmt For For
9 ELECTION OF DIRECTOR: ROMEO L. BERNARDO Mgmt For For
10 ELECTION OF DIRECTOR: IGNACIO R. BUNYE Mgmt For For
(INDEPENDENT DIRECTOR)
11 ELECTION OF DIRECTOR: KARL KENDRICK T. CHUA Mgmt For For
12 ELECTION OF DIRECTOR: CEZAR P. CONSING Mgmt For For
13 ELECTION OF DIRECTOR: EMMANUEL S. DE DIOS Mgmt For For
(INDEPENDENT DIRECTOR)
14 ELECTION OF DIRECTOR: OCTAVIO VICTOR R. Mgmt For For
ESPIRITU
15 ELECTION OF DIRECTOR: JOSE TEODORO K. Mgmt For For
LIMCAOCO
16 ELECTION OF DIRECTOR: RIZALINA G. MANTARING Mgmt For For
(INDEPENDENT DIRECTOR)
17 ELECTION OF DIRECTOR: AURELIO R. MONTINOLA Mgmt For For
III
18 ELECTION OF DIRECTOR: CESAR V. PURISIMA Mgmt For For
(INDEPENDENT DIRECTOR)
19 ELECTION OF DIRECTOR: JAIME Z. URQUIJO Mgmt For For
20 ELECTION OF DIRECTOR: MARIA DOLORES B. Mgmt For For
YUVIENCO (INDEPENDENT DIRECTOR)
21 APPROVAL OF BOARD COMPENSATION Mgmt For For
22 AMENDMENT OF THE BANKS AMENDED BY-LAWS Mgmt For For
23 ELECTION OF EXTERNAL AUDITORS AND FIXING OF Mgmt For For
THEIR REMUNERATION: ISLA LIPANA AND CO
24 CONSIDERATION OF SUCH OTHER BUSINESS AS MAY Mgmt For Against
PROPERLY COME BEFORE THE MEETING
25 ADJOURNMENT Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BEIJING UNITED INFORMATION TECHNOLOGY CO., LTD. Agenda Number: 715966947
--------------------------------------------------------------------------------------------------------------------------
Security: Y077BP103
Meeting Type: EGM
Meeting Date: 23-Aug-2022
Ticker:
ISIN: CNE100003M28
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 GDR ISSUANCE AND LISTING ON THE SIX SWISS Mgmt For For
EXCHANGE AND CONVERSION INTO A COMPANY
LIMITED BY SHARES WHICH RAISES FUNDS
OVERSEAS
2.1 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: STOCK TYPE AND PAR
VALUE
2.2 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: ISSUING DATE
2.3 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: ISSUING METHOD
2.4 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: ISSUING VOLUME
2.5 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: GDR SCALE DURING THE
DURATION
2.6 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: CONVERSION RATIO OF
GDRS AND BASIC SECURITIES OF A-SHARES
2.7 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: PRICING METHOD
2.8 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: ISSUING TARGETS
2.9 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: CONVERSION LIMIT PERIOD
OF GDRS AND BASIC SECURITIES OF A-SHARES
2.10 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
SIX SWISS EXCHANGE: UNDERWRITING METHOD
3 REPORT ON THE USE OF PREVIOUSLY-RAISED Mgmt For For
FUNDS
4 PLAN FOR THE USE OF RAISED FUNDS FROM GDR Mgmt For For
ISSUANCE
5 THE VALID PERIOD OF THE RESOLUTION ON THE Mgmt For For
GDR ISSUANCE AND LISTING ON THE SIX SWISS
EXCHANGE
6 FULL AUTHORIZATION TO THE BOARD AND ITS Mgmt For For
AUTHORIZED PERSONS TO HANDLE MATTERS
REGARDING THE GDR ISSUANCE AND LISTING ON
THE SIX SWISS EXCHANGE
7 DISTRIBUTION PLAN FOR ACCUMULATED RETAINED Mgmt For For
PROFITS BEFORE THE GDR ISSUANCE AND LISTING
ON THE SIX SWISS EXCHANGE
8 THE ARTICLES OF ASSOCIATION OF THE COMPANY Mgmt For For
(DRAFT) APPLICABLE AFTER GDR ISSUANCE AND
LISTING ON THE SIX SWISS EXCHANGE
9 THE COMPANY'S RULES OF PROCEDURE GOVERNING Mgmt For For
SHAREHOLDERS' GENERAL MEETINGS (DRAFT)
APPLICABLE AFTER GDR ISSUANCE AND LISTING
ON THE SIX SWISS EXCHANGE
10 THE COMPANY'S RULES OF PROCEDURE GOVERNING Mgmt For For
THE BOARD MEETINGS (DRAFT) APPLICABLE AFTER
GDR ISSUANCE AND LISTING ON THE SIX SWISS
EXCHANGE
11 THE COMPANY'S RULES OF PROCEDURE GOVERNING Mgmt For For
MEETINGS OF THE SUPERVISORY COMMITTEE
(DRAFT) APPLICABLE AFTER GDR ISSUANCE AND
LISTING ON THE SIX SWISS EXCHANGE
12 APPLICATION FOR CREDIT LINE TO BANKS AND Mgmt For For
OTHER FINANCIAL INSTITUTIONS BY THE COMPANY
AND CONTROLLED SUBSIDIARIES AND GUARANTEE
MATTERS
13 CHANGE OF THE COMPANY'S BUSINESS SCOPE AND Mgmt For For
AMENDMENTS TO THE COMPANY'S ARTICLES OF
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
BHARAT ELECTRONICS LTD Agenda Number: 715964727
--------------------------------------------------------------------------------------------------------------------------
Security: Y0881Q141
Meeting Type: AGM
Meeting Date: 30-Aug-2022
Ticker:
ISIN: INE263A01024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO CONSIDER AND ADOPT: A) THE AUDITED Mgmt For For
FINANCIAL STATEMENT(S) OF THE COMPANY FOR
THE FINANCIAL YEAR ENDED 31 MARCH 2022 AND
THE REPORTS OF THE BOARD OF DIRECTORS AND
THE AUDITORS THEREON; AND B) THE AUDITED
CONSOLIDATED FINANCIAL STATEMENT(S) OF THE
COMPANY FOR THE FINANCIAL YEAR ENDED 31
MARCH 2022 AND THE REPORTS OF AUDITORS
THEREON
2 TO CONFIRM THE PAYMENT OF INTERIM DIVIDEND Mgmt For For
OF INR 3.00 (300%) PER EQUITY SHARE AND TO
DECLARE FINAL DIVIDEND OF INR 1.50 (150%)
PER EQUITY SHARE OF INR 1 EACH FULLY PAID
UP FOR THE FINANCIAL YEAR 2021-22
3 TO APPOINT A DIRECTOR IN PLACE OF MR Mgmt For For
RAJASEKHAR M V (DIN:08850171), WHO RETIRES
BY ROTATION AND BEING ELIGIBLE, OFFERS
HIMSELF FOR RE-APPOINTMENT
4 APPOINTMENT OF DR PARTHASARATHI P V Mgmt For For
(DIN:06400408) AS DIRECTOR
5 APPOINTMENT OF MR MANSUKHBHAI S KHACHARIYA Mgmt For For
(DIN:01423119) AS DIRECTOR
6 APPOINTMENT OF MR PRAFULLA KUMAR CHOUDHURY Mgmt For For
(DIN:00871919) AS DIRECTOR
7 APPOINTMENT OF DR SHIVNATH YADAV Mgmt For For
(DIN:09450917) AS DIRECTOR
8 APPOINTMENT OF DR SANTHOSHKUMAR N Mgmt For For
(DIN:09451052) AS DIRECTOR
9 APPOINTMENT OF MR GOKULAN B (DIN:09473378) Mgmt For For
AS DIRECTOR
10 APPOINTMENT OF MRS SHYAMA SINGH Mgmt For For
(DIN:09495164) AS DIRECTOR
11 APPOINTMENT OF MR BHANU PRAKASH SRIVASTAVA Mgmt For For
(DIN:09578183) AS DIRECTOR
12 APPOINTMENT OF DR BINOY KUMAR DAS (DIN: Mgmt For For
09660260) AS DIRECTOR
13 RATIFICATION OF REMUNERATION OF THE COST Mgmt For For
AUDITOR
14 INCREASE IN AUTHORISED SHARE CAPITAL OF THE Mgmt For For
COMPANY
15 ALTERATION OF THE CAPITAL CLAUSE IN THE Mgmt For For
MEMORANDUM OF ASSOCIATION
16 APPROVAL FOR THE ISSUE OF BONUS SHARES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BHARAT ELECTRONICS LTD Agenda Number: 716421019
--------------------------------------------------------------------------------------------------------------------------
Security: Y0881Q141
Meeting Type: EGM
Meeting Date: 23-Dec-2022
Ticker:
ISIN: INE263A01024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPOINTMENT OF MR. MANOJ JAIN (DIN: Mgmt For For
09749046) AS DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
BIM BIRLESIK MAGAZALAR A.S. Agenda Number: 717197633
--------------------------------------------------------------------------------------------------------------------------
Security: M2014F102
Meeting Type: AGM
Meeting Date: 16-May-2023
Ticker:
ISIN: TREBIMM00018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IF YOUR CUSTODIAN DOES NOT HAVE A POWER OF Non-Voting
ATTORNEY (POA) IN PLACE, AN INDIVIDUAL
BENEFICIAL OWNER SIGNED POA MAY BE
REQUIRED.
CMMT TO ATTEND A MEETING THE ATTENDEE(S) MUST Non-Voting
PRESENT A POWER OF ATTORNEY (POA) ISSUED BY
THE BENEFICIAL OWNER AND NOTARIZED BY A
TURKISH NOTARY.
CMMT PLEASE VOTE EITHER 'FOR' OR 'AGAINST' ON Non-Voting
THE AGENDA ITEMS. 'ABSTAIN' IS NOT
RECOGNIZED IN THE TURKISH MARKET AND IS
CONSIDERED AS 'AGAINST.'
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 904078 DUE TO RECEIVED UPDATED
AGENDA WITH RESOLUTIONS 9, 10, 11, 13 ARE
NON-VOTABLE. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
1 OPEN MEETING, ELECT PRESIDING COUNCIL OF Mgmt No vote
MEETING AND AUTHORIZE PRESIDING COUNCIL TO
SIGN MINUTES OF MEETING
2 ACCEPT BOARD REPORT Mgmt No vote
3 ACCEPT AUDIT REPORT Mgmt No vote
4 ACCEPT FINANCIAL STATEMENTS Mgmt No vote
5 APPROVE DISCHARGE OF BOARD Mgmt No vote
6 APPROVE ALLOCATION OF INCOME Mgmt No vote
7 ELECT DIRECTORS AND APPROVE THEIR Mgmt No vote
REMUNERATION
8 GRANT PERMISSION FOR BOARD MEMBERS TO Mgmt No vote
ENGAGE IN COMMERCIAL TRANSACTIONS WITH
COMPANY AND BE INVOLVED WITHCOMPANIES WITH
SIMILAR CORPORATE PURPOSE IN ACCORDANCE
WITH ARTICLES 395 AND 396 OF TURKISH
COMMERCIAL LAW
9 RECEIVE INFORMATION ON SHARE REPURCHASE Non-Voting
PROGRAM
10 RECEIVE INFORMATION ON DONATIONS MADE IN Non-Voting
2022
11 RECEIVE INFORMATION ON GUARANTEES, PLEDGES Non-Voting
AND MORTGAGES PROVIDED TO THIRD PARTIES
12 RATIFY EXTERNAL AUDITORS Mgmt No vote
13 ANY OTHER BUSINESS Non-Voting
--------------------------------------------------------------------------------------------------------------------------
BLOOMBERRY RESORTS CORPORATION Agenda Number: 716757921
--------------------------------------------------------------------------------------------------------------------------
Security: Y0927M104
Meeting Type: AGM
Meeting Date: 20-Apr-2023
Ticker:
ISIN: PHY0927M1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CALL TO ORDER Mgmt For For
2 DETERMINATION OF EXISTENCE OF QUORUM Mgmt For For
3 APPROVAL OF THE MINUTES OF THE ANNUAL Mgmt For For
STOCKHOLDERS MEETING HELD ON 21 APRIL 2022
4 REPORT OF THE CHAIRMAN AND CEO Mgmt For For
5 APPROVAL OF THE AUDITED FINANCIAL Mgmt For For
STATEMENTS FOR 2022
6 RATIFICATION OF ALL ACTS, CONTRACTS, Mgmt For For
INVESTMENTS AND RESOLUTIONS OF THE BOARD OF
DIRECTORS AND MANAGEMENT SINCE THE LAST
ANNUAL STOCKHOLDERS MEETING
7 ELECTION OF DIRECTOR: ENRIQUE K. RAZON, JR Mgmt For For
8 ELECTION OF DIRECTOR: JOSE EDUARDO J. Mgmt For For
ALARILLA
9 ELECTION OF DIRECTOR: DONATO C. ALMEDA Mgmt For For
10 ELECTION OF DIRECTOR: THOMAS ARASI Mgmt For For
11 ELECTION OF DIRECTOR: CHRISTIAN R. GONZALEZ Mgmt For For
12 ELECTION OF DIRECTOR: OCTAVIO VICTOR R. Mgmt For For
ESPIRITU (INDEPENDENT DIRECTOR)
13 ELECTION OF DIRECTOR: DIOSDADO M. PERALTA Mgmt For For
(INDEPENDENT DIRECTOR)
14 APPOINTMENT OF THE EXTERNAL AUDITOR: SGV Mgmt For For
AND CO
15 OTHER MATTERS Mgmt For Against
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 862133 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BOE VARITRONIX LTD Agenda Number: 716135113
--------------------------------------------------------------------------------------------------------------------------
Security: G1223L105
Meeting Type: SGM
Meeting Date: 14-Oct-2022
Ticker:
ISIN: BMG1223L1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0927/2022092701026.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0927/2022092701004.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 (A) TO APPROVE THE TERMS OF THE SHAREHOLDER Mgmt For For
SUBSCRIPTION AGREEMENT AND THE TRANSACTIONS
CONTEMPLATED THEREUNDER. (B) TO GRANT,
CONDITIONAL UPON, AMONG OTHER THINGS, THE
LISTING COMMITTEE GRANTING THE LISTING OF,
AND PERMISSION TO DEAL IN, THE SUBSCRIPTION
SHARES, THE DIRECTORS THE SPECIFIC MANDATE
TO EXERCISE ALL THE POWERS OF THE COMPANY
TO ALLOT AND ISSUE THE SUBSCRIPTION SHARES,
SUBJECT TO AND IN ACCORDANCE WITH THE TERMS
AND CONDITIONS SET OUT IN THE SHAREHOLDER
SUBSCRIPTION AGREEMENT. THE SPECIFIC
MANDATE SO GRANTED IS IN ADDITION TO, AND
SHALL NOT PREJUDICE NOR REVOKE ANY GENERAL
OR SPECIFIC MANDATE(S) WHICH HAS/HAVE BEEN
GRANTED OR MAY FROM TIME TO TIME BE GRANTED
TO THE DIRECTORS BY THE SHAREHOLDERS OF THE
COMPANY AT, BEFORE OR AFTER THE PASSING OF
THIS RESOLUTION. (C) TO AUTHORISE, ANY ONE
DIRECTOR, FOR AND ON BEHALF OF THE COMPANY,
TO EXECUTE AND DELIVER ALL SUCH DOCUMENTS,
INSTRUMENTS OR AGREEMENTS AND TO DO ALL
SUCH OTHER ACTS OR THINGS WHICH HE/SHE/THEY
MAY IN HIS/HER/THEIR ABSOLUTE DISCRETION
CONSIDER NECESSARY, APPROPRIATE, EXPEDIENT
OR DESIRABLE IN CONNECTION WITH OR
INCIDENTAL TO ANY OF THE MATTERS TO GIVE
EFFECT TO THE TRANSACTIONS CONTEMPLATED
UNDER THE SHAREHOLDER SUBSCRIPTION
AGREEMENT
2 (A) TO APPROVE THE INCREASE IN AUTHORISED Mgmt For For
SHARE CAPITAL. (B) TO AUTHORISE, ANY ONE
DIRECTOR, FOR AND ON BEHALF OF THE COMPANY,
TO EXECUTE AND DELIVER ALL SUCH DOCUMENTS,
INSTRUMENTS OR AGREEMENTS AND TO DO ALL
SUCH OTHER ACTS OR THINGS WHICH HE/SHE/THEY
MAY IN HIS/HER/THEIR ABSOLUTE DISCRETION
CONSIDER NECESSARY, APPROPRIATE, EXPEDIENT
OR DESIRABLE IN CONNECTION WITH OR
INCIDENTAL TO ANY OF THE MATTERS TO GIVE
EFFECT TO THE INCREASE IN AUTHORISED SHARE
CAPITAL
--------------------------------------------------------------------------------------------------------------------------
BP PLC Agenda Number: 716763772
--------------------------------------------------------------------------------------------------------------------------
Security: G12793108
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0007980591
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT
3 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
POLICY
4 TO RE-ELECT H LUND AS A DIRECTOR Mgmt For For
5 TO RE-ELECT B LOONEY AS A DIRECTOR Mgmt For For
6 TO RE-ELECT M AUCHINCLOSS AS A DIRECTOR Mgmt For For
7 TO RE-ELECT P R REYNOLDS AS A DIRECTOR Mgmt For For
8 TO RE-ELECT M B MEYER AS A DIRECTOR Mgmt For For
9 TO RE-ELECT T MORZARIA AS A DIRECTOR Mgmt For For
10 TO RE-ELECT J SAWERS AS A DIRECTOR Mgmt For For
11 TO RE-ELECT P DALEY AS A DIRECTOR Mgmt For For
12 TO RE-ELECT K RICHARDSON AS A DIRECTOR Mgmt For For
13 TO RE-ELECT J TEYSSEN AS A DIRECTOR Mgmt For For
14 TO ELECT A BLANC AS A DIRECTOR Mgmt For For
15 TO ELECT S PAI AS A DIRECTOR Mgmt For For
16 TO ELECT H NAGARAJAN AS A DIRECTOR Mgmt For For
17 TO REAPPOINT DELOITTE LLP AS AUDITOR Mgmt For For
18 TO AUTHORIZE THE AUDIT COMMITTEE TO FIX THE Mgmt For For
AUDITOR'S REMUNERATION
19 TO AUTHORIZE THE COMPANY TO MAKE POLITICAL Mgmt For For
DONATIONS AND POLITICAL EXPENDITURE
20 TO AUTHORIZE THE DIRECTORS TO ALLOT SHARES Mgmt For For
21 TO AUTHORIZE THE DISAPPLICATION OF Mgmt For For
PRE-EMPTION RIGHTS
22 TO AUTHORIZE THE ADDITIONAL DISAPPLICATION Mgmt For For
OF PRE-EMPTION RIGHTS
23 TO GIVE LIMITED AUTHORITY FOR THE PURCHASE Mgmt For For
OF ITS OWN SHARES BY THE COMPANY
24 TO AUTHORIZE THE CALLING OF GENERAL Mgmt For For
MEETINGS OF THE COMPANY (NOT BEING AN
ANNUAL GENERAL MEETING) BY NOTICE OF AT
LEAST 14 CLEAR DAYS
25 FOLLOW THIS SHAREHOLDER RESOLUTION ON Shr Against For
CLIMATE CHANGE TARGETS
--------------------------------------------------------------------------------------------------------------------------
BRITANNIA INDUSTRIES LTD Agenda Number: 716163097
--------------------------------------------------------------------------------------------------------------------------
Security: Y0969R151
Meeting Type: OTH
Meeting Date: 11-Nov-2022
Ticker:
ISIN: INE216A01030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF MR. RAJNEET SINGH KOHLI Mgmt For For
(DIN: 09743554) AS A DIRECTOR OF THE
COMPANY
2 APPOINTMENT OF MR. RAJNEET SINGH KOHLI Mgmt For For
(DIN: 09743554) AS A WHOLE-TIME DIRECTOR
DESIGNATED AS EXECUTIVE DIRECTOR AND CHIEF
EXECUTIVE OFFICER OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
BUMRUNGRAD HOSPITAL PUBLIC CO LTD BH Agenda Number: 716688479
--------------------------------------------------------------------------------------------------------------------------
Security: Y1002E256
Meeting Type: AGM
Meeting Date: 26-Apr-2023
Ticker:
ISIN: TH0168A10Z19
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ADOPT THE MINUTES OF GENERAL MEETING OF Mgmt For For
SHAREHOLDERS NO. 29 IN THE YEAR 2022
2 TO ACKNOWLEDGE THE BOARD OF DIRECTORS' Mgmt For For
REPORT ON THE COMPANY'S OPERATION IN THE
YEAR 2022
3 TO CONSIDER AND APPROVE THE AUDITED Mgmt For For
FINANCIAL STATEMENTS FOR THE YEAR ENDING ON
31 DECEMBER 2022
4 TO CONSIDER AND APPROVE PAYMENT OF DIVIDEND Mgmt For For
FOR THE YEAR 2022
5.1 TO CONSIDER AND APPROVE THE ELECTION OF Mgmt For For
DIRECTOR IN PLACE OF THE DIRECTORS WHO
RETIRE BY ROTATION: MS. SOPHAVADEE
UTTAMOBOL
5.2 TO CONSIDER AND APPROVE THE ELECTION OF Mgmt For For
DIRECTOR IN PLACE OF THE DIRECTORS WHO
RETIRE BY ROTATION: MR. CHONG TOH
5.3 TO CONSIDER AND APPROVE THE ELECTION OF Mgmt Abstain Against
DIRECTOR IN PLACE OF THE DIRECTORS WHO
RETIRE BY ROTATION: MR. BERNARD CHARNWUT
CHAN
5.4 TO CONSIDER AND APPROVE THE ELECTION OF Mgmt For For
DIRECTOR IN PLACE OF THE DIRECTORS WHO
RETIRE BY ROTATION: MR. ANON VANGVASU
6 TO CONSIDER AND APPROVE THE REMUNERATION OF Mgmt For For
THE BOARD OF DIRECTORS AND COMMITTEE
MEMBERS FOR THE YEAR 2023 TO NOT EXCEEDING
BAHT 23.3 MILLION
7 TO CONSIDER AND APPROVE THE APPOINTMENT Mgmt For For
AUDITORS FOR THE YEAR 2023 AND TO FIX THEIR
REMUNERATION IN AN AMOUNT NOT EXCEEDING
BAHT 3,230,000
8 TO CONSIDER AND APPROVE THE AMENDMENT TO Mgmt For For
CLAUSE 4 OF THE COMPANY'S MEMORANDUM OF
ASSOCIATION
9 TO CONSIDER AND APPROVE THE AMENDMENTS TO Mgmt For For
CLAUSES 31, 35, 40, 41, 42, AND 50 OF THE
COMPANY'S ARTICLES OF ASSOCIATION TO BE IN
ACCORDANCE WITH THE ATTACHMENT
10 OTHER BUSINESSES, IF ANY Mgmt For Against
CMMT 17 FEB 2023: IN THE SITUATION WHERE THE Non-Voting
CHAIRMAN OF THE MEETING SUDDENLY CHANGE THE
AGENDA AND/OR ADD NEW AGENDA DURING THE
MEETING, WE WILL VOTE THAT AGENDA AS
ABSTAIN
CMMT 17 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
CAMPUS ACTIVEWEAR LIMITED Agenda Number: 716239810
--------------------------------------------------------------------------------------------------------------------------
Security: Y1080S128
Meeting Type: AGM
Meeting Date: 18-Nov-2022
Ticker:
ISIN: INE278Y01022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT THE REVISED AUDITED Mgmt For For
(STANDALONE AND CONSOLIDATED) FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 31ST MARCH, 2022 TOGETHER WITH
THE REPORTS OF THE AUDITORS AND BOARD OF
DIRECTORS THEREON AS CIRCULATED TO THE
MEMBERS BE AND ARE HEREBY RECEIVED,
CONSIDERED AND ADOPTED
2 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 152 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013, MR. NIKHIL AGGARWAL (DIN: 01877186),
WHO RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT, BE AND
IS HEREBY REAPPOINTED AS A DIRECTOR OF THE
COMPANY, LIABLE TO RETIRE BY ROTATION
3 ALTERATION OF THE ARTICLES OF ASSOCIATION Mgmt For For
OF THE COMPANY
4 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') OF THE COMPANY
5 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') TO THE EMPLOYEES OF THE SUBSIDIARY
COMPANY
6 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021')
7 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021') TO THE
EMPLOYEES OF THE SUBSIDIARY COMPANY
8 APPROVAL OF VARIATION IN TERMS OF CAMPUS Mgmt For For
ACTIVEWEAR LIMITED EMPLOYEE STOCK OPTION
PLAN 2021- VISION POOL
9 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021'
10 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021') TO THE EMPLOYEES
OF THE SUBSIDIARY COMPANY
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 935778677
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: CX
ISIN: US1512908898
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PRESENTATION OF THE CHIEF EXECUTIVE Mgmt For For
OFFICER'S REPORT, INCLUDING CEMEX'S
FINANCIAL STATEMENTS, RESULTS OF
OPERATIONS, REPORT OF CASH FLOW AND
VARIATIONS OF CAPITAL STOCK, AND
PRESENTATION OF THE BOARD OF DIRECTORS'
REPORT, FOR THE FISCAL YEAR 2022, AS
REQUIRED BY THE MEXICAN SECURITIES MARKET
LAW (LEY DEL MERCADO DE VALORES); AND,
AFTER HEARING THE OPINION OF THE BOARD OF
DIRECTORS AS TO THE REPORTS BY THE CHIEF
EXECUTIVE OFFICER, THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY
...(due to space limits, see proxy material
for full proposal).
2 PROPOSAL OF ALLOCATION OF PROFITS FOR THE Mgmt For For
FISCAL YEAR ENDED DECEMBER 31, 2022.
3 PRESENTATION OF THE BOARD OF DIRECTORS' Mgmt For For
REPORT ON THE PROCEDURES AND APPROVALS
PURSUANT TO WHICH THE REPURCHASE OF CEMEX'S
SHARES WAS INSTRUCTED FOR THE 2022 FISCAL
YEAR.
4 THE PROPOSAL TO DETERMINE THE AMOUNT OF A Mgmt For For
RESERVE FOR THE ACQUISITION OF CEMEX'S
SHARES OR OTHER INSTRUMENTS REPRESENTING
SUCH SHARES.
5 PROPOSALS TO DECREASE THE CAPITAL STOCK IN Mgmt For For
ITS VARIABLE PART BY CANCELING THE CEMEX
SHARES REPURCHASED IN 2022 UNDER CEMEX'S
SHARE REPURCHASE PROGRAM.
6A Election to the Board of Director: Rogelio Mgmt For
Zambrano Lozano (as Chairman)
6B Election to the Board of Director: Fernando Mgmt For
A. Gonzalez Olivieri (as Member)
6C Election to the Board of Director: Marcelo Mgmt For
Zambrano Lozano (as Member)
6D Election to the Board of Director: Armando Mgmt For
J. Garcia Segovia (as Member)
6E Election to the Board of Director: Rodolfo Mgmt For
Garcia Muriel (as Member)
6F Election to the Board of Director: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
6G Election to the Board of Director: Armando Mgmt Abstain
Garza Sada (as Member)
6H Election to the Board of Director: David Mgmt For
Martinez Guzman (as Member)
6I Election to the Board of Director: Everardo Mgmt For
Elizondo Almaguer (as Member)
6J Election to the Board of Director: Ramiro Mgmt For
Gerardo Villarreal Morales (as Member)
6K Election to the Board of Director: Gabriel Mgmt For
Jaramillo Sanint (as Member)
6L Election to the Board of Director: Isabel Mgmt For
Maria Aguilera Navarro (as Member)
6M Election to the Board of Director: Maria de Mgmt For
Lourdes Melgar Palacios (as Member)
6N Election to the Board of Director: Roger Mgmt For
Saldana Madero (as Secretary)
7A APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Everardo Elizondo Almaguer (as President)
7B APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
7C APPOINTMENT TO THE AUDIT COMMITTEE: Gabriel Mgmt For
Jaramillo Sanint (as Member)
7D APPOINTMENT TO THE AUDIT COMMITTEE: Roger Mgmt For
Saldana Madero (as Secretary)
8A APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Francisco Javier
Fernandez Carbajal (as President)
8B APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Rodolfo Garcia Muriel
(as Member)
8C APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Armando Garza Sada (as
Member)
8D APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Roger Saldana Madero (as
Secretary)
9A APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Armando J. Garcia Segovia (as
President)
9B APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Marcelo Zambrano Lozano (as
Member)
9C APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Isabel Maria Aguilera Navarro
(as Member)
9D APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Maria de Lourdes Melgar Palacios
(as Member)
9E APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Roger Saldana Madero (as
Secretary)
10 COMPENSATION OF THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS AND OF THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY,
CLIMATE ACTION, SOCIAL IMPACT, AND
DIVERSITY COMMITTEES.
11 APPOINTMENT OF DELEGATES TO FORMALIZE THE Mgmt For For
RESOLUTIONS ADOPTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
CHINA OVERSEAS LAND & INVESTMENT LTD Agenda Number: 717146799
--------------------------------------------------------------------------------------------------------------------------
Security: Y15004107
Meeting Type: AGM
Meeting Date: 28-Jun-2023
Ticker:
ISIN: HK0688002218
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE HONG KONG MARKET A VOTE OF ABSTAIN Non-Voting
WILL BE TREATED THE SAME AS A VOTE OF TAKE
NO ACTION.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0427/2023042703843.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0427/2023042703887.pdf
1 TO RECEIVE AND ADOPT THE AUDITED FINANCIAL Mgmt For For
STATEMENTS, THE REPORT OF DIRECTORS AND THE
INDEPENDENT AUDITORS REPORT FOR THE YEAR
ENDED 31 DECEMBER 2022
2 TO APPROVE THE DECLARATION OF A FINAL Mgmt For For
DIVIDEND FOR THE YEAR ENDED 31 DECEMBER
2022 OF HK40 CENTS PER SHARE
3A TO RE-ELECT MR. LUO LIANG AS DIRECTOR Mgmt For For
3B TO RE-ELECT MR. ZHANG ZHICHAO AS DIRECTOR Mgmt For For
4 TO AUTHORISE THE BOARD TO FIX THE Mgmt For For
REMUNERATION OF THE DIRECTORS
5 TO RE-APPOINT ERNST & YOUNG AS AUDITOR OF Mgmt For For
THE COMPANY AND TO AUTHORISE THE BOARD TO
FIX THEIR REMUNERATION
6 TO APPROVE THE GRANTING TO THE DIRECTORS Mgmt For For
THE GENERAL AND UNCONDITIONAL MANDATE TO
BUY BACK SHARES NOT EXCEEDING 10% OF THE
NUMBER OF SHARES IN ISSUE
7 TO APPROVE THE GRANTING TO THE DIRECTORS Mgmt For For
THE GENERAL AND UNCONDITIONAL MANDATE TO
ALLOT, ISSUE AND DEAL WITH NEW SHARES NOT
EXCEEDING 10% OF THE NUMBER OF SHARES
--------------------------------------------------------------------------------------------------------------------------
CHINA TOURISM GROUP DUTY FREE CORPORATION LIMITED Agenda Number: 715948634
--------------------------------------------------------------------------------------------------------------------------
Security: Y149A3100
Meeting Type: EGM
Meeting Date: 11-Aug-2022
Ticker:
ISIN: CNE100000G29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 AMENDMENTS TO THE COMPANY'S ARTICLES OF Mgmt For For
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
CHINA TOURISM GROUP DUTY FREE CORPORATION LIMITED Agenda Number: 716342124
--------------------------------------------------------------------------------------------------------------------------
Security: Y149A3100
Meeting Type: EGM
Meeting Date: 23-Nov-2022
Ticker:
ISIN: CNE100000G29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CONTINUATION OF THE GUARANTEE FOR Mgmt For For
SUBSIDIARIES BY CONTROLLED SUBSIDIARIES
2 AMENDMENTS TO THE EXTERNAL GUARANTEE Mgmt For For
MANAGEMENT SYSTEM
--------------------------------------------------------------------------------------------------------------------------
CHINA TOURISM GROUP DUTY FREE CORPORATION LIMITED Agenda Number: 716496802
--------------------------------------------------------------------------------------------------------------------------
Security: Y149A3100
Meeting Type: EGM
Meeting Date: 02-Feb-2023
Ticker:
ISIN: CNE100000G29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 BY-ELECTION OF NON-INDEPENDENT DIRECTORS Mgmt For For
2 APPOINTMENT OF 2022 AUDIT FIRM Mgmt For For
3 AMENDMENTS TO THE COMPANY'S ARTICLES OF Mgmt For For
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
CITIC SECURITIES CO LTD Agenda Number: 717383703
--------------------------------------------------------------------------------------------------------------------------
Security: Y1639N109
Meeting Type: AGM
Meeting Date: 28-Jun-2023
Ticker:
ISIN: CNE000001DB6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL REPORT Mgmt For For
4 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY4.90000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
5 CHANGE OF AUDIT FIRM Mgmt For For
6 2023 ESTIMATED PROPRIETARY INVESTMENT QUOTA Mgmt For For
OF THE COMPANY
7 2023 FINANCING GUARANTEE PLAN Mgmt For For
8 2022 TOTAL REMUNERATION PAID FOR DIRECTORS Mgmt For For
AND SUPERVISORS
9.1 ESTIMATED CONTINUING CONNECTED TRANSACTIONS Mgmt For For
IN 2023: ESTIMATED CONNECTED TRANSACTIONS
BETWEEN THE COMPANY AND ITS SUBSIDIARIES
AND CITIC GROUP, ITS SUBSIDIARIES AND
CONTACTS
9.2 ESTIMATED CONTINUING CONNECTED TRANSACTIONS Mgmt For For
IN 2023: ESTIMATED CONNECTED TRANSACTIONS
BETWEEN THE COMPANY AND ITS SUBSIDIARIES
AND THE COMPANIES WHERE THE DIRECTORS,
SUPERVISORS AND SENIOR MANAGEMENT OF THE
COMPANY HOLD THE POSITIONS OF DIRECTORS AND
SENIOR MANAGEMENT (EXCLUDING THE COMPANY'S
CONTROLLED SUBSIDIARIES)
9.3 ESTIMATED CONTINUING CONNECTED TRANSACTIONS Mgmt For For
IN 2023: ESTIMATED CONNECTED TRANSACTIONS
BETWEEN THE COMPANY, ITS SUBSIDIARIES AND
THE COMPANIES HOLDING MORE THAN 5 PERCENT
SHARES OF THE COMPANY'S SUBSIDIARIES AND
THE CONCERTED PARTIES
--------------------------------------------------------------------------------------------------------------------------
CONTEMPORARY AMPEREX TECHNOLOGY CO., LIMITED Agenda Number: 716014030
--------------------------------------------------------------------------------------------------------------------------
Security: Y1R48E105
Meeting Type: EGM
Meeting Date: 05-Sep-2022
Ticker:
ISIN: CNE100003662
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 782613 DUE TO RECEIPT OF UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED IF VOTE
DEADLINE EXTENSIONS ARE GRANTED. THEREFORE
PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE
EXTENSIONS ARE NOT GRANTED IN THE MARKET,
THIS MEETING WILL BE CLOSED AND YOUR VOTE
INTENTIONS ON THE ORIGINAL MEETING WILL BE
APPLICABLE. PLEASE ENSURE VOTING IS
SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL
MEETING, AND AS SOON AS POSSIBLE ON THIS
NEW AMENDED MEETING. THANK YOU.
1 2022 STOCK OPTION AND RESTRICTED STOCK Mgmt For For
INCENTIVE PLAN (DRAFT) AND ITS SUMMARY
2 APPRAISAL MANAGEMENT MEASURES FOR THE Mgmt For For
IMPLEMENTATION OF 2022 STOCK OPTION AND
RESTRICTED STOCK INCENTIVE PLAN
3 AUTHORIZATION TO THE BOARD TO HANDLE Mgmt For For
MATTERS REGARDING THE EQUITY INCENTIVE
4 INVESTMENT IN CONSTRUCTION OF A PROJECT Mgmt For For
5 2022 INTERIM PROFIT DISTRIBUTION PLAN: THE Mgmt For For
DETAILED PROFIT DISTRIBUTION PLAN IS AS
FOLLOWS: 1) CASH DIVIDEND/10 SHARES (TAX
INCLUDED): CNY6.52800000 2) BONUS ISSUE
FROM PROFIT (SHARE/10 SHARES): NONE 3)
BONUS ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES): NONE
6 CHANGE OF THE COMPANY'S REGISTERED CAPITAL Mgmt For For
AND AMENDMENTS TO THE COMPANY'S ARTICLES OF
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
CONTEMPORARY AMPEREX TECHNOLOGY CO., LIMITED Agenda Number: 716302916
--------------------------------------------------------------------------------------------------------------------------
Security: Y1R48E105
Meeting Type: EGM
Meeting Date: 16-Nov-2022
Ticker:
ISIN: CNE100003662
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CAPITAL INCREASE AND SHARE EXPANSION OF A Mgmt For For
SUBSIDIARY, WAIVER OF RIGHTS AND EXTERNAL
GUARANTEE
2 2022 ADDITIONAL GUARANTEE QUOTA FOR Mgmt For For
SUBSIDIARIES
3 REGISTRATION AND ISSUANCE OF MEDIUM-TERM Mgmt For For
NOTES
4 BY-ELECTION OF DIRECTORS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CORPORACION INMOBILIARIA VESTA SAB DE CV Agenda Number: 716778519
--------------------------------------------------------------------------------------------------------------------------
Security: P9781N108
Meeting Type: AGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: MX01VE0M0003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVE CEOS REPORT Mgmt For For
2 APPROVE BOARDS REPORT Mgmt For For
3 APPROVE REPORT OF AUDIT, CORPORATE Mgmt For For
PRACTICES, INVESTMENT, ETHICS, DEBT AND
CAPITAL, AND ENVIRONMENTAL, SOCIAL AND
CORPORATE GOVERNANCE COMMITTEES
4 RECEIVE REPORT ON ADHERENCE TO FISCAL Mgmt For For
OBLIGATIONS
5 APPROVE AUDITED AND CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
6 APPROVE CASH DIVIDENDS Mgmt For For
7 APPROVE REPORT ON SHARE REPURCHASE Mgmt For For
8 AUTHORIZE SHARE REPURCHASE RESERVE Mgmt For For
9 ELECT OR RATIFY DIRECTORS, ELECT CHAIRMEN Mgmt For For
OF AUDIT AND CORPORATE PRACTICES
COMMITTEES, AND APPROVE THEIR REMUNERATION
10 INCREASE DEBT LIMIT OF COMPANY Mgmt For For
11 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
CORPORACION INMOBILIARIA VESTA SAB DE CV Agenda Number: 716778533
--------------------------------------------------------------------------------------------------------------------------
Security: P9781N108
Meeting Type: SGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: MX01VE0M0003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 AMEND ARTICLES 2,7,8,11 AND 12 Mgmt For For
2 AUTHORIZE INCREASE IN CAPITAL VIA ISSUANCE Mgmt For For
OF SHARES WITHOUT PREEMPTIVE RIGHTS
3 APPROVE GRANTING OF POWERS Mgmt For For
4 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
CMMT 24 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
EGM TO SGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CYRELA BRAZIL REALTY SA EMPREENDIMENTOS E PARTICIP Agenda Number: 716137193
--------------------------------------------------------------------------------------------------------------------------
Security: P34085103
Meeting Type: EGM
Meeting Date: 27-Oct-2022
Ticker:
ISIN: BRCYREACNOR7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 SETTING A NEW NUMBER OF MEMBERS OF THE Mgmt For For
COMPANY'S BOARD OF DIRECTORS
2 THE EXEMPTION OF A CANDIDATE TO THE BOARD Mgmt For For
OF DIRECTORS FROM THE REQUIREMENTS PROVIDED
FOR IN THE TERMS OF ARTICLE 147, THIRD
PARAGRAPH, OF THE BRAZILIAN CORPORATE LAW
3 ELECTION OF A MEMBER OF THE BOARD OF Mgmt For For
DIRECTORS, IF THE ELECTION IS NOT BY SLATE.
ROGERIO CHOR
4 ELECTION OF A MEMBER OF THE BOARD OF Mgmt For For
DIRECTORS, IF THE ELECTION IS NOT BY SLATE.
MARCELA DUTRA DRIGO
5 THE CHARACTERIZATION OF MR. ROGERIO CHOR AS Mgmt For For
INDEPENDENT MEMBER OF THE COMPANY'S BOARD
OF DIRECTORS
6 THE CHARACTERIZATION OF MRS. MARCELA DUTRA Mgmt For For
DRIGO AS INDEPENDENT MEMBER OF THE
COMPANY'S BOARD OF DIRECTORS
7 THE AMENDMENT OF THE COMPANY'S BYLAWS TO A. Mgmt For For
ADAPT AND UPDATE THE LEGAL AND REGULATORY
PROVISIONS, B. IMPROVEMENT OF THE RULES
RELATED TO THE CONVENING, PARTICIPATION AND
HOLDING OF THE GENERAL MEETING, C.
INCLUSION OF MATTERS WITHIN THE COMPETENCE
OF THE BOARD OF DIRECTORS, D. THE CREATION
AND INCLUSION OF PROVISIONS RELATED TO THE
STATUTORY AUDIT COMMITTEE, E. EXCLUSION OF
THE FINAL AND TRANSITIONAL PROVISIONS,
RELATED TO COMPLIANCE WITH THE SHAREHOLDERS
AGREEMENT, F. DRAFTING IMPROVEMENTS TO
FORECASTS AND PROVISIONS, AND G. INCLUSION,
EXCLUSION AND RENUMBERING OF DEVICES
8 THE CONSOLIDATION OF THE COMPANY'S BYLAWS Mgmt For For
9 DO YOU WISH TO REQUEST THE INSTALLATION OF Mgmt Abstain Against
THE FISCAL COUNCIL, PURSUANT TO ARTICLE 161
OF THE BRAZILIAN CORPORATE LAW
--------------------------------------------------------------------------------------------------------------------------
CYRELA BRAZIL REALTY SA EMPREENDIMENTOS E PARTICIP Agenda Number: 716297444
--------------------------------------------------------------------------------------------------------------------------
Security: P34085103
Meeting Type: EGM
Meeting Date: 07-Nov-2022
Ticker:
ISIN: BRCYREACNOR7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT THIS MEETING IS SECOND Non-Voting
CALL/THIRD CALL FOR THE MEETING THAT TOOK
PLACE ON 27 OCT 2022 UNDER JOB 800429. IF
YOU HAVE ALREADY VOTED THE PRIOR MEETING,
YOUR VOTING INSTRUCTIONS WILL REMAIN VALID
WITH YOUR SUBCUSTODIAN AND YOU ARE NOT
REQUIRED TO SUBMIT NEW VOTING INSTRUCTIONS
FOR THIS MEETING UNLESS YOU WISH TO CHANGE
YOUR VOTE
1 SETTING A NEW NUMBER OF MEMBERS OF THE Mgmt For For
COMPANY'S BOARD OF DIRECTORS
2 THE EXEMPTION OF A CANDIDATE TO THE BOARD Mgmt For For
OF DIRECTORS FROM THE REQUIREMENTS PROVIDED
FOR IN THE TERMS OF ARTICLE 147, THIRD
PARAGRAPH, OF THE BRAZILIAN CORPORATE LAW
3 ELECTION OF A MEMBER OF THE BOARD OF Mgmt For For
DIRECTOR, IF THE ELECTION IS NOT BY SLATE:
ROGERIO CHOR
4 ELECTION OF A MEMBER OF THE BOARD OF Mgmt For For
DIRECTOR, IF THE ELECTION IS NOT BY SLATE:
MARCELA DUTRA DRIGO
5 THE CHARACTERIZATION OF MR. ROGERIO CHOR AS Mgmt For For
INDEPENDENT MEMBER OF THE COMPANY'S BOARD
OF DIRECTORS
6 THE CHARACTERIZATION OF MRS. MARCELA DUTRA Mgmt For For
DRIGO AS INDEPENDENT MEMBER OF THE
COMPANY'S BOARD OF DIRECTORS
7 THE AMENDMENT OF THE COMPANY'S BYLAWS TO A. Mgmt For For
ADAPT AND UPDATE THE LEGAL AND REGULATORY
PROVISIONS, B. IMPROVEMENT OF THE RULES
RELATED TO THE CONVENING, PARTICIPATION AND
HOLDING OF THE GENERAL MEETING, C.
INCLUSION OF MATTERS WITHIN THE COMPETENCE
OF THE BOARD OF DIRECTORS, D. THE CREATION
AND INCLUSION OF PROVISIONS RELATED TO THE
STATUTORY AUDIT COMMITTEE, E. EXCLUSION OF
THE FINAL AND TRANSITIONAL PROVISIONS,
RELATED TO COMPLIANCE WITH THE SHAREHOLDERS
AGREEMENT, F. DRAFTING IMPROVEMENTS TO
FORECASTS AND PROVISIONS, AND G. INCLUSION,
EXCLUSION AND RENUMBERING OF DEVICES
8 THE CONSOLIDATION OF THE COMPANY'S BYLAWS Mgmt For For
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DALLAH HEALTHCARE CO. Agenda Number: 716135911
--------------------------------------------------------------------------------------------------------------------------
Security: M2057N103
Meeting Type: OGM
Meeting Date: 19-Oct-2022
Ticker:
ISIN: SA135G51UI10
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 800080 DUE TO RECEIVED DIRECTOR
NAMES. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU
1.1 ELECT AHMED AL DHIABI AS DIRECTOR Mgmt Abstain Against
1.2 ELECT AHMED AL TAYAR AS DIRECTOR Mgmt For For
1.3 ELECT AHMED KHOQEER AS DIRECTOR Mgmt Abstain Against
1.4 ELECT AHMED MURAD AS DIRECTOR Mgmt Abstain Against
1.5 ELECT OUSSAMA AL SUWEILIM AS DIRECTOR Mgmt For For
1.6 ELECT TURKI AL DAHMASH AS DIRECTOR Mgmt Abstain Against
1.7 ELECT KHALID AL BAWARDI AS DIRECTOR Mgmt Abstain Against
1.8 ELECT KHALID AL SARHEED AS DIRECTOR Mgmt Abstain Against
1.9 ELECT RAED AL JALAJIL AS DIRECTOR Mgmt For For
1.10 ELECT ZEID AL QUWEIZ AS DIRECTOR Mgmt Abstain Against
1.11 ELECT SHAKIR AL OTEIBI AS DIRECTOR Mgmt Abstain Against
1.12 ELECT SALIH AL KHALAF AS DIRECTOR Mgmt For For
1.13 ELECT TARIQ AL QASSABI AS DIRECTOR Mgmt Abstain Against
1.14 ELECT TALAL AL MEEMAN AS DIRECTOR Mgmt Abstain Against
1.15 ELECT ABDULRAHMAN AL JABREEN AS DIRECTOR Mgmt Abstain Against
1.16 ELECT ABDULKAREEM AL NUJEEDI AS DIRECTOR Mgmt Abstain Against
1.17 ELECT ABDULLAH AL AL SHEIKH AS DIRECTOR Mgmt Abstain Against
1.18 ELECT ABDULLAH AL SUDEIRI AS DIRECTOR Mgmt For For
1.19 ELECT ABDULLAH AL AJLAN AS DIRECTOR Mgmt Abstain Against
1.20 ELECT ABDULLAH AL FEEFI AS DIRECTOR Mgmt Abstain Against
1.21 ELECT AMR KAMIL AS DIRECTOR Mgmt Abstain Against
1.22 ELECT FARHAN AL BUEINEEN AS DIRECTOR Mgmt For For
1.23 ELECT FAHAD AL RABIAH AS DIRECTOR Mgmt For For
1.24 ELECT FAHAD AL QASSIM AS DIRECTOR Mgmt Abstain Against
1.25 ELECT MOHAMMED AL SAKEET AS DIRECTOR Mgmt Abstain Against
1.26 ELECT MOHAMMED AL SHAHRI AS DIRECTOR Mgmt Abstain Against
1.27 ELECT MOHAMMED AL FAQEEH AS DIRECTOR Mgmt Abstain Against
1.28 ELECT MOHAMMED HAFNI AS DIRECTOR Mgmt Abstain Against
1.29 ELECT MOHAMMED AL SHATWI AS DIRECTOR Mgmt Abstain Against
1.30 ELECT MUHYEDDIN KAMIL AS DIRECTOR Mgmt Abstain Against
1.31 ELECT NABEEL AL FEEFI AS DIRECTOR Mgmt For For
1.32 ELECT HANI AL ZEID AS DIRECTOR Mgmt For For
2 VOTING FOR THE FORMATION OF THE AUDIT Mgmt For For
COMMITTEE FOR THE NEW SESSION OF 3 YEARS
STARTING 21ST OCTOBER 2022 AND ENDING ON
20TH OCTOBER 2025 AS WELL AS THE AUDIT
COMMITTEES CHARTER. FOR THE VOTING
PURPOSES, THE NAMES OF THE MEMBERS OF THE
AUDIT COMMITTEE ARE AS FOLLOWS 1- FAHD BIN
ABDULLAH AL-KASIM 2- ABDULLAH BIN TURKI
AL-SUDAIRY 3- ABDULRAHMAN BIN SALEH
AL-KHULAIFI
CMMT 29 SEP 2022: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'ABSTAIN'
ONLY FOR RESOLUTION NUMBERS 1.1 TO 1.32.
THANK YOU
CMMT 04 OCT 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT AND
MODIFICATION IN TEXT OF RESOLUTION 2. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DALLAH HEALTHCARE CO. Agenda Number: 716429940
--------------------------------------------------------------------------------------------------------------------------
Security: M2057N103
Meeting Type: EGM
Meeting Date: 27-Dec-2022
Ticker:
ISIN: SA135G51UI10
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 VOTING ON THE BOARD OF DIRECTOR'S Mgmt For For
RECOMMENDATION TO INCREASE THE COMPANY'S
CAPITAL
--------------------------------------------------------------------------------------------------------------------------
DINO POLSKA SPOLKA AKCYJNA Agenda Number: 717403101
--------------------------------------------------------------------------------------------------------------------------
Security: X188AF102
Meeting Type: AGM
Meeting Date: 26-Jun-2023
Ticker:
ISIN: PLDINPL00011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS IN THIS MARKET. IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 930849 DUE TO RECEIVED UPDATED
AGENDA WITH 3, 5, 6, 7 ARE VOTABLE
RESOLUTIONS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
1 OPEN THE SHAREHOLDER MEETING Non-Voting
2 ELECT THE CHAIRPERSON OF THE SHAREHOLDER Mgmt For For
MEETING
3 ASSERT THAT THE SHAREHOLDER MEETING HAS Mgmt For For
BEEN CONVENED CORRECTLY AND IS CAPABLE OF
ADOPTING RESOLUTIONS
4 ADOPT A RESOLUTION TO ACCEPT THE AGENDA Mgmt For For
5.A EXAMINE THE FOLLOWING DOCUMENTS SUBMITTED Mgmt For For
BY THE MANAGEMENT BOARD: MANAGEMENT BOARDS
REPORT ON THE ACTIVITY OF DINO POLSKA S.A.
AND THE DINO POLSKA GROUP IN 2022
5.B EXAMINE THE FOLLOWING DOCUMENTS SUBMITTED Mgmt For For
BY THE MANAGEMENT BOARD: FINANCIAL
STATEMENTS OF DINO POLSKA S.A. AND THE
CONSOLIDATED FINANCIAL STATEMENTS OF THE
DINO POLSKA GROUP FOR THE YEAR ENDED 31
DECEMBER 2022
5.C EXAMINE THE FOLLOWING DOCUMENTS SUBMITTED Mgmt For For
BY THE MANAGEMENT BOARD: MANAGEMENT BOARDS
MOTION ON THE DISTRIBUTION OF THE NET
PROFIT IN 2022
6.A EXAMINE THE FOLLOWING DOCUMENTS SUBMITTED Mgmt For For
BY THE SUPERVISORY BOARD: SUPERVISORY BOARD
ACTIVITY REPORT FOR THE 2022 FINANCIAL YEAR
6.B EXAMINE THE FOLLOWING DOCUMENTS SUBMITTED Mgmt For For
BY THE SUPERVISORY BOARD: SUPERVISORY BOARD
REPORT ON THE RESULTS OF EXAMINING THE
ACTIVITY REPORT OF THE COMPANY AND THE DINO
POLSKA GROUP, THE COMPANY'S STANDALONE AND
CONSOLIDATED FINANCIAL STATEMENTS AND THE
MANAGEMENT BOARDS MOTION ON THE
DISTRIBUTION OF THE COMPANY'S PROFIT FOR
THE FINANCIAL YEAR
7.A EXAMINATION OF THE SUPERVISORY BOARDS Mgmt For For
MOTIONS ON THE FOLLOWING MATTERS: APPROVE
THE MANAGEMENT BOARD REPORT ON THE ACTIVITY
OF DINO POLSKA S.A. AND THE DINO POLSKA
GROUP IN 2022
7.B EXAMINATION OF THE SUPERVISORY BOARDS Mgmt For For
MOTIONS ON THE FOLLOWING MATTERS: APPROVE
THE FINANCIAL STATEMENTS OF DINO POLSKA
S.A. FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
7.C EXAMINATION OF THE SUPERVISORY BOARDS Mgmt For For
MOTIONS ON THE FOLLOWING MATTERS: APPROVE
THE CONSOLIDATED FINANCIAL STATEMENTS OF
THE DINO POLSKA GROUP FOR THE YEAR ENDED 31
DECEMBER 2022
7.D EXAMINATION OF THE SUPERVISORY BOARDS Mgmt For For
MOTIONS ON THE FOLLOWING MATTERS: ADOPT THE
MANAGEMENT BOARDS MOTION ON THE
DISTRIBUTION OF THE NET PROFIT IN 2022
7.E EXAMINATION OF THE SUPERVISORY BOARDS Mgmt For For
MOTIONS ON THE FOLLOWING MATTERS: GRANT
DISCHARGES TO THE COMPANY'S MANAGEMENT
BOARD AND SUPERVISORY BOARD MEMBERS ON THE
PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
8.1 ADOPT RESOLUTIONS TO APPROVE THE FOLLOWING: Mgmt For For
MANAGEMENT BOARDS REPORT ON THE ACTIVITY OF
DINO POLSKA S.A. AND THE DINO POLSKA GROUP
IN 2022
8.2 ADOPT RESOLUTIONS TO APPROVE THE FOLLOWING: Mgmt For For
FINANCIAL STATEMENTS OF DINO POLSKA S.A.
FOR 2022
8.3 ADOPT RESOLUTIONS TO APPROVE THE FOLLOWING: Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS OF THE
DINO POLSKA GROUP IN 2022
9 ADOPT A RESOLUTION ON THE DISTRIBUTION OF Mgmt For For
THE NET PROFIT FOR 2022
10.1 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S MANAGEMENT BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
10.2 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S MANAGEMENT BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
10.3 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S MANAGEMENT BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
10.4 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S MANAGEMENT BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
11.1 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S SUPERVISORY BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
11.2 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S SUPERVISORY BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
11.3 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S SUPERVISORY BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
11.4 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S SUPERVISORY BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
11.5 ADOPT RESOLUTIONS TO GRANT DISCHARGES TO Mgmt For For
THE COMPANY'S SUPERVISORY BOARD MEMBERS ON
THE PERFORMANCE OF THEIR DUTIES IN THE 2022
FINANCIAL YEAR
12 EXAMINE AND RENDER AN OPINION ON THE ANNUAL Mgmt For For
COMPENSATION REPORT OF THE DINO POLSKA S.A.
MANAGEMENT BOARD AND SUPERVISORY BOARD IN
2022
--------------------------------------------------------------------------------------------------------------------------
DLF LIMITED Agenda Number: 715910027
--------------------------------------------------------------------------------------------------------------------------
Security: Y2089H105
Meeting Type: AGM
Meeting Date: 10-Aug-2022
Ticker:
ISIN: INE271C01023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 (A) TO CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
FINANCIAL YEAR ENDED 31 MARCH 2022 TOGETHER
WITH THE REPORTS OF THE BOARD OF DIRECTORS
AND AUDITORS THEREON. (B) TO CONSIDER AND
ADOPT THE AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 31 MARCH 2022 TOGETHER WITH THE
REPORT OF THE AUDITORS THEREON
2 TO DECLARE DIVIDEND ON EQUITY SHARES FOR Mgmt For For
THE FINANCIAL YEAR ENDED 31 MARCH 2022
3 TO APPOINT A DIRECTOR IN PLACE OF MR. Mgmt Abstain Against
GURVIRENDRA SINGH TALWAR (DIN: 00559460),
WHO RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT
4 TO APPOINT A DIRECTOR IN PLACE OF MR. Mgmt Abstain Against
DEVINDER SINGH (DIN: 02569464), WHO RETIRES
BY ROTATION AND BEING ELIGIBLE, OFFERS
HIMSELF FOR RE-APPOINTMENT
5 "RESOLVED THAT PURSUANT TO THE PROVISIONS Mgmt For For
OF SECTIONS 139, 142 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013 INCLUDING ANY STATUTORY
MODIFICATION(S) OR RE-ENACTMENT(S) THEREOF
FOR THE TIME BEING IN FORCE READ WITH THE
COMPANIES (AUDIT AND AUDITORS) RULES, 2014,
AS AMENDED, S.R. BATLIBOI & CO. LLP,
CHARTERED ACCOUNTANTS (FRN: 301003E/
E300005), HAVING CONFIRMED THEIR
ELIGIBILITY FOR APPOINTMENT AS THE
STATUTORY AUDITORS OF THE COMPANY AND
OFFERED THEMSELVES FOR RE-APPOINTMENT BE
AND ARE HEREBY RE-APPOINTED AS STATUTORY
AUDITORS OF THE COMPANY FOR THE SECOND TERM
OF 5 (FIVE) CONSECUTIVE YEARS FROM THE
CONCLUSION OF 57TH ANNUAL GENERAL MEETING
(AGM) TILL THE CONCLUSION OF 62ND AGM, AT
SUCH REMUNERATION AS MAY BE FIXED BY THE
BOARD OF DIRECTORS (THE 'BOARD') OF THE
COMPANY WITHIN THE LIMITS AND AS SPECIFIED
IN THE STATEMENT ANNEXED TO THE NOTICE.
RESOLVED FURTHER THAT THE BOARD BE AND IS
HEREBY AUTHORISED TO UNDERTAKE ALL ACTS,
DEEDS, THINGS AND MATTERS AND GIVE ALL SUCH
DIRECTIONS AS IT MAY IN ITS ABSOLUTE
DISCRETION DEEM NECESSARY, PROPER OR
EXPEDIENT TO GIVE EFFECT TO THIS
RESOLUTION."
6 "RESOLVED THAT PURSUANT TO THE PROVISIONS Mgmt For For
OF SECTION 148 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013 READ WITH THE COMPANIES (AUDIT AND
AUDITORS) RULES, 2014 AND THE COMPANIES
(COST RECORDS AND AUDIT) RULES, 2014
(INCLUDING ANY STATUTORY MODIFICATION(S) OR
RE-ENACTMENT(S) THEREOF FOR THE TIME BEING
IN FORCE), THE REMUNERATION PAYABLE TO M/S
R.J. GOEL & CO., COST ACCOUNTANTS (FRN:
000026), APPOINTED BY THE BOARD OF
DIRECTORS (THE 'BOARD') TO CONDUCT THE
AUDIT OF THE COST RECORDS PERTAINING TO
REAL ESTATE DEVELOPMENT ACTIVITIES OF THE
COMPANY FOR THE FINANCIAL YEAR ENDED 31
MARCH 2022, AMOUNTING TO INR 3.75 LAKH
(RUPEES THREE LAKH SEVENTY FIVE THOUSAND
ONLY) PLUS APPLICABLE TAXES AND
REIMBURSEMENT OF OUT-OF-POCKET EXPENSES, IF
ANY, BE AND IS HEREBY RATIFIED AND
CONFIRMED. RESOLVED FURTHER THAT THE BOARD
BE AND IS HEREBY AUTHORISED TO UNDERTAKE
ALL ACTS, DEEDS, THINGS AND MATTERS AND
GIVE ALL SUCH DIRECTIONS AS IT MAY IN ITS
ABSOLUTE DISCRETION DEEM NECESSARY, PROPER
OR EXPEDIENT TO GIVE EFFECT TO THIS
RESOLUTION."
7 "RESOLVED THAT PURSUANT TO REGULATION 23 OF Mgmt For For
THE SECURITIES AND EXCHANGE BOARD OF INDIA
(LISTING OBLIGATIONS AND DISCLOSURE
REQUIREMENTS) REGULATIONS, 2015 ('SEBI
LISTING REGULATIONS'), AS AMENDED, THE
RELEVANT PROVISIONS OF THE COMPANIES ACT,
2013 (THE 'ACT') AND OTHER APPLICABLE LAWS
INCLUDING ANY STATUTORY MODIFICATION(S) OR
RE-ENACTMENT(S) THEREOF FOR THE TIME BEING
IN FORCE READ WITH COMPANY'S POLICY ON
RELATED PARTY TRANSACTIONS (RPTS), APPROVAL
OF THE MEMBERS OF THE COMPANY BE AND IS
HEREBY ACCORDED TO THE AUDIT COMMITTEE/
BOARD OF DIRECTORS (THE 'BOARD'), WHICH
TERM SHALL INCLUDE ANY COMMITTEE THEREOF
CONSTITUTED/ TO BE CONSTITUTED BY THE
BOARD, TO ENTER INTO/ CARRY OUT FOLLOWING
CONTRACTS/ ARRANGEMENTS/ TRANSACTIONS
(WHETHER INDIVIDUAL TRANSACTION OR
TRANSACTIONS TAKEN TOGETHER OR SERIES OF
TRANSACTIONS OR OTHERWISE) DURING THE
FINANCIAL YEAR 2022-23 WITH (I) DLF CYBER
CITY DEVELOPERS LIMITED ('DCCDL'); AND/ OR
(II) DLF ASSETS LIMITED ('DAL'), WHICH ARE
SUBSIDIARIES AND THEREFORE RELATED PARTIES
OF THE COMPANY FOR THE PURPOSES OF THE ACT
AND THE SEBI LISTING REGULATIONS, FOR AN
AMOUNT WHICH MAY EXCEED THE THRESHOLD FOR
MATERIAL RPTS, BY AN AMOUNT NOT EXCEEDING
AN AGGREGATE VALUE OF INR 3,000 CRORE
(RUPEES THREE THOUSAND CRORE ONLY),
INDIVIDUALLY AND/ OR COLLECTIVELY AS
FOLLOWS: AS SPECIFIED AS THE MAXIMUM VALUE
OF THE AFORESAID RPTS WILL NOT EXCEED THE
AMOUNT SPECIFIED IN THIS TABLE AND THE
AGGREGATE VALUE OF THE ABOVE RPTS (I.E.
BETWEEN DLF LIMITED AND DCCDL AND DLF
LIMITED AND DAL) COLLECTIVELY, WILL NOT
EXCEED INR 3,000 CRORE IN ADDITION TO THE
MATERIALITY THRESHOLD PRESCRIBED UNDER THE
SEBI LISTING REGULATIONS. RESOLVED FURTHER
THAT THE BOARD BE AND IS HEREBY AUTHORIZED
TO UNDERTAKE AND DO ALL SUCH ACTS, DEEDS,
THINGS AND MATTERS AND GIVE ALL SUCH
DIRECTIONS AS IT MAY IN ITS ABSOLUTE
DISCRETION DEEM NECESSARY, EXPEDIENT OR
DESIRABLE, IN ORDER TO GIVE EFFECT TO THIS
RESOLUTION
8 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
REGULATION 17(1A) AND OTHER APPLICABLE
PROVISIONS OF THE SECURITIES AND EXCHANGE
BOARD OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015,
AS AMENDED, THE APPROVAL OF MEMBERS OF THE
COMPANY BE AND IS HEREBY GRANTED FOR
CONTINUATION OF LT. GEN. ADITYA SINGH
(RETD.) (DIN: 06949999) AS A NON-EXECUTIVE
INDEPENDENT DIRECTOR OF THE COMPANY, NOT
LIABLE TO RETIRE BY ROTATION, WHO WILL
ATTAIN 75 (SEVENTY FIVE) YEARS OF AGE ON 20
SEPTEMBER 2022 TILL HIS CURRENT TENURE OF
APPOINTMENT (I.E. UP TO 28 AUGUST 2024) AS
APPROVED BY THE MEMBERS IN THE 54TH ANNUAL
GENERAL MEETING HELD ON 30 JULY 2019.
RESOLVED FURTHER THAT THE BOARD OF
DIRECTORS BE AND IS HEREBY AUTHORISED TO
UNDERTAKE ALL SUCH ACTS, DEEDS AND THINGS,
AS IT MAY, IN ITS ABSOLUTE DISCRETION,
CONSIDER NECESSARY, EXPEDIENT OR DESIRABLE
INCLUDING POWER TO SUB-DELEGATE, IN ORDER
TO GIVE EFFECT TO THIS RESOLUTION
--------------------------------------------------------------------------------------------------------------------------
DLF LIMITED Agenda Number: 716430640
--------------------------------------------------------------------------------------------------------------------------
Security: Y2089H105
Meeting Type: OTH
Meeting Date: 05-Jan-2023
Ticker:
ISIN: INE271C01023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 RE-APPOINTMENT OF MR. ASHOK KUMAR TYAGI Mgmt For For
(DIN: 00254161) AS CHIEF EXECUTIVE OFFICER
AND WHOLE-TIME DIRECTOR
2 RE-APPOINTMENT OF MR. DEVINDER SINGH (DIN: Mgmt For For
02569464) AS CHIEF EXECUTIVE OFFICER AND
WHOLE-TIME DIRECTOR
3 RE-APPOINTMENT OF MR. VIVEK MEHRA (DIN: Mgmt Abstain Against
00101328) AS AN INDEPENDENT DIRECTOR
4 CONTINUATION OF MR. GURVIRENDRA SINGH Mgmt For For
TALWAR (DIN: 00559460) AS A NON-EXECUTIVE
DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
ELM COMPANY Agenda Number: 717041432
--------------------------------------------------------------------------------------------------------------------------
Security: M3046F102
Meeting Type: OGM
Meeting Date: 07-May-2023
Ticker:
ISIN: SA15GG53GHH3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 VOTING ON THE COMPANY EXTERNAL AUDITORS Mgmt For For
REPORT FOR THE FINANCIAL YEAR ENDED
31/12/2022
2 REVIEWING AND DISCUSSING THE FINANCIAL Non-Voting
STATEMENTS FOR THE FINANCIAL YEAR ENDING ON
31/12/2022
3 REVIEWING AND DISCUSSING THE BOARD OF Non-Voting
DIRECTORS REPORT FOR THE FINANCIAL YEAR
ENDING ON 31/12/2022
4 VOTING ON DISCHARGE OF THE MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS FROM LIABILITY FOR THE
FINANCIAL YEAR ENDED 31/12/2022
5 VOTING ON THE PAYMENT AN AMOUNT OF SAR Mgmt For For
(1,708,571.45) AS REMUNERATION TO THE
MEMBERS OF THE BOARD OF DIRECTORS FOR THE
FINANCIAL YEAR ENDED 31/12/2022
6 VOTING ON APPOINTING AN EXTERNAL AUDITOR Mgmt For For
FOR THE COMPANY AMONG THOSE NOMINEES BASED
ON THE RECOMMENDATION OF THE AUDIT
COMMITTEE TO EXAMINE, REVIEW AND AUDIT THE
FINANCIAL STATEMENTS FOR THE SECOND AND
THIRD QUARTERS AND AUDIT ANNUAL FINANCIAL
STATEMENTS OF THE FINANCIAL YEAR 2023 AND
THE FIRST QUARTER OF THE FINANCIAL YEAR
2024 AND DETERMINE THEIR FEES
7 VOTING ON AUTHORIZING THE BOARD OF Mgmt For For
DIRECTORS TO DISTRIBUTE INTERIM DIVIDENDS
TO SHAREHOLDERS ON BIANNUAL OR QUARTERLY
BASIS TO SHAREHOLDERS FOR THE FINANCIAL
YEAR 2023
8 VOTING ON THE SOCIAL RESPONSIBILITY POLICY Mgmt For For
9 VOTING ON DELEGATING TO THE BOARD OF Mgmt For For
DIRECTORS THE AUTHORIZATION POWERS OF THE
GENERAL ASSEMBLY STIPULATED IN PARAGRAPH
(1) OF ARTICLE 27 OF THE COMPANIES LAW, FOR
A PERIOD OF ONE YEAR STARTING FROM THE DATE
OF THE APPROVAL BY THE GENERAL ASSEMBLY OR
UNTIL THE END OF THE DELEGATED BOARD OF
DIRECTORS TERM, WHICHEVER IS EARLIER, IN
ACCORDANCE WITH THE CONDITIONS SET FORTH IN
THE IMPLEMENTING REGULATION OF THE
COMPANIES LAW FOR LISTED JOINT STOCK
COMPANIES
10 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND NATIONAL
INFORMATION CENTER, WHERE THE DIRECTORS DR.
ESAM BIN ABDULLAH AL-WAGAIT HAVE INDIRECT
INTEREST, WHICH IS A CONTRACT FOR SERVICES
OF THE MINISTRY OF INTERIOR 2 SIGNED ON
01/04/2020,NOTING THAT THE VALUE OF
TRANSACTIONS FOR THE YEAR 2022 HAS REACHED
(350,000,000) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
11 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND NATIONAL
INFORMATION CENTER, WHERE THE DIRECTORS DR.
ESAM BIN ABDULLAH AL-WAGAIT HAVE INDIRECT
INTEREST, WHICH IS AN AGREEMENT TO OPERATE,
DEVELOP AND ADD VALUE-ADDED SERVICES TO THE
ELECTRONIC SERVICES PLATFORM (ABSHER)
SIGNED ON 01/02/2020, NOTING THAT THE VALUE
OF TRANSACTIONS FOR THE YEAR 2022 HAS
REACHED (367,106,031.83) WITHOUT ANY
PREFERENTIAL TREATMENT
12 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND NATIONAL
INFORMATION CENTER, WHERE THE DIRECTOR DR.
ESAM BIN ABDULLAH AL-WAGAIT HAVE INDIRECT
INTEREST, WHICH IS IT IS AN AGREEMENT FOR
THE DEVELOPMENT OF DATA RESOURCES SIGNED ON
02/02/2008 AND THE AMENDMENT ANNEX SIGNED
ON 04/04/2021, WHICH INCLUDES ALLOCATING
10% OF THE INCOME OF DATA SERVICES TO
IMPLEMENT DEVELOPMENT SERVICES FOR THE
CENTER WITH A TOTAL ANNUAL CEILING OF
(60,000,000) SAUDI RIYALS, NOTING THAT THE
VALUE OF TRANSACTIONS FOR THE YEAR 2022 HAS
REACHED (60,000,000) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
13 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND NATIONAL
INFORMATION CENTER IN THE YEAR 2022, WHERE
THE DIRECTOR DR. ESAM BIN ABDULLAH
AL-WAGAIT HAVE INDIRECT INTEREST, WHICH IS
A MEMORANDUM OF UNDERSTANDING SIGNED ON
01/01/2015 REGARDING THE SUPPORT, OPERATION
AND MAINTENANCE OF SYSTEMS FOR AN AMOUNT OF
(7,000,000) SAUDI RIYALS ANNUALLY AND
(6,000) SAUDI RIYALS PER MONTH WITHOUT ANY
PREFERENTIAL TREATMENT
14 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND NATIONAL
INFORMATION CENTER, WHERE THE DIRECTOR DR.
ESAM BIN ABDULLAH AL-WAGAIT HAVE INDIRECT
INTEREST, WHICH IS A MEMORANDUM OF
UNDERSTANDING SIGNED ON 19/03/2015
REGARDING INTERNET APPLICATIONS, NOTING
THAT THE VALUE OF TRANSACTIONS FOR THE YEAR
2022 HAS REACHED (6,000,000) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
15 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR IN THE YEAR 2022, WHERE THE
CHAIRMAN MR. RAYED BIN ABDULLAH BIN AHMAD
AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH IS AN AGREEMENT TO
ESTABLISH AND OPERATE A PROJECT MANAGEMENT
OFFICE IN THE SECRETARIAT OF THE EXECUTIVE
MINISTERIAL COMMITTEE FOR THE WORK OF THE
NATIONAL COMMITTEE FOR DRUG CONTROL IN THE
AMOUNT OF (3,735,400) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
16 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR IN THE YEAR 2022, WHERE THE
CHAIRMAN MR. RAYED BIN ABDULLAH BIN AHMAD
AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH IS AN AGREEMENT TO PROVIDE
AND EQUIP MOBILE POLICE STATIONS FOR AN
AMOUNT OF (15,618.150) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
17 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR IN THE YEAR 2022, WHERE THE
CHAIRMAN MR. RAYED BIN ABDULLAH BIN AHMAD
AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH IS SECURITY EQUIPMENT
PROJECT FOR VEHICLES AND FIELD MONITORING
GATES (206,738,490) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
18 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR IN THE YEAR 2022, WHERE THE
CHAIRMAN MR. RAYED BIN ABDULLAH BIN AHMAD
AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH IS DESIGNING AND UNIFYING
THE DIGITAL CHANNELS OF THE MINISTRY OF
INTERIOR (4,947,715.28) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
19 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR IN THE YEAR 2022, WHERE THE
CHAIRMAN MR. RAYED BIN ABDULLAH BIN AHMAD
AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH IS MAKKAH ROUTE INITIATIVE
IN THE AMOUNT OF (57,658,427) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
20 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR IN THE YEAR 2022, WHERE THE
CHAIRMAN MR. RAYED BIN ABDULLAH BIN AHMAD
AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH IS A PROJECT TO DEVELOP THE
DIGITAL BUSINESS PLATFORM FOR THE SERVICES
OF THE MINISTRY OF INTERIOR TO ITS
EMPLOYEES AND ITS INTERNAL COMMUNITY, WITH
AN AMOUNT (30,939,600) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
21 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MINISTRY OF
INTERIOR (CIVIL DEFENSE) IN THE YEAR 2022,
WHERE THE CHAIRMAN MR. RAYED BIN ABDULLAH
BIN AHMAD AND THE DIRECTOR MR. ABDULLAH BIN
ABDULRAHMAN AL-RABIAH HAVE INDIRECT
INTEREST, WHICH SERVICES CONTRACT (THE
FIFTH PHASE OF TRAINING SERVICES FOR THE
REHABILITATION OF THE SAUDI SEARCH AND
RESCUE TEAM FOR HEAVY RECLASSIFICATION) IN
THE AMOUNT OF (3,229,545.00) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
22 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TAWUNIYA INSURANCE
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTORS DR. KHALED BIN ABDULAZIZ
AL-GHONEIM AND THE DIRECTOR MR. ABDULRAHMAN
BIN MOHAMMED AL-ODAN HAVE INDIRECT
INTEREST, WHICH IS HEALTH INSURANCE FOR THE
COMPANY S EMPLOYEES WITH THE IN THE AMOUNT
OF (54,739,948.25) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
23 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TAWUNIYA INSURANCE
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTORS DR. KHALED BIN ABDULAZIZ
AL-GHONEIM AND THE DIRECTOR MR. ABDULRAHMAN
BIN MOHAMMED AL-ODAN HAVE INDIRECT
INTEREST, WHICH IS AN AGREEMENT, AND AN
APPENDIX TO THE AGREEMENT, TO ISSUE
INSURANCE POLICIES THROUGH THE ELECTRONIC
PATH OF HAJJ AND UMRAH, IN THE AMOUNT OF
(15,000,000) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
24 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TAWUNIYA INSURANCE
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTORS DR. KHALED BIN ABDULAZIZ
AL-GHONEIM AND THE DIRECTOR MR. ABDULRAHMAN
BIN MOHAMMED AL-ODAN HAVE INDIRECT
INTEREST, WHICH IS BUILDING INSURANCE IN
THE AMOUNT OF (89,000) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
25 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TAWUNIYA INSURANCE
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTORS DR. KHALED BIN ABDULAZIZ
AL-GHONEIM AND THE DIRECTOR MR. ABDULRAHMAN
BIN MOHAMMED AL-ODAN HAVE INDIRECT
INTEREST, WHICH IS INSURANCE OF ELM COMPANY
VEHICLES FOR THE AMOUNT OF (426,161) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
26 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND THIQAH BUSINESS
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTOR MR. ABDULLAH BIN SAAD AL-SALEM HAS
INDIRECT INTEREST, WHICH IS AGREEMENT FOR
THE GOVERNANCE OF FINANCIAL RIGHTS SYSTEMS
FOR (1,117,153) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
27 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MOBILY IN THE YEAR
2022, WHERE THE DIRECTORS DR. KHALED BIN
ABDULAZIZ AL-GHONEIM HAS INDIRECT INTEREST,
WHICH IS A FRAMEWORK AGREEMENT FOR THE
PROVISION OF SERVICES IN THE AMOUNT OF
(2,479,737) FOR THE AMOUNT OF SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
28 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MOBILY IN THE YEAR
2022, WHERE THE DIRECTOR DR. KHALED BIN
ABDULAZIZ AL-GHONEIM HAS INDIRECT INTEREST,
WHICH A SPECIFIC AGREEMENT FOR THE SUPPLY
OF ABSHER PLATFORM RECORDING DEVICES FOR AN
AMOUNT OF (7,711,500) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
29 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MOBILY IN THE YEAR
2022, WHERE THE DIRECTOR DR. KHALED BIN
ABDULAZIZ AL-GHONEIM HAS INDIRECT INTEREST,
WHICH IS THE COST OF SUPPLY ABSHER DEVICES,
THE FOURTH BATCH FOR THE SECOND YEAR
(610,000) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
30 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND SELA IN THE YEAR
2022, WHERE THE DIRECTOR MS. SHIHANA BINT
SALEH AL-AZZAZ HAS INDIRECT INTEREST, WHICH
IS SPONSORSHIP OF HAJJ AND UMRAH CONFERENCE
AND EXHIBITION FOR AN AMOUNT OF (1,725,000)
SAUDI RIYALS WITHOUT ANY PREFERENTIAL
TREATMENT
31 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND SAUDI COMPANY FOR
ARTIFICIAL INTELLIGENCE IN THE YEAR 2022,
WHERE THE DIRECTOR DR. ESAM BIN ABDULLAH
AL-WAGAIT HAS INDIRECT INTEREST, WHICH IS
AN AGREEMENT TO PROVIDE ELECTRONIC, NOTING
THAT THE VALUE OF TRANSACTIONS FOR THE YEAR
2022 HAS REACHED (124,234,140.85) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
32 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TAIBAH VALLY IN THE
YEAR 2022, WHERE THE CHIEF EXCUTIVE OFFICER
DR. ABDULRAHMAN BIN SAAD AL-JADHAI HAS
INDIRECT INTEREST, WHICH IS AN AGREEMENT TO
PROVIDE HUMAN RESOURCES AND OPERATE THE ELM
TAIBAH OFFICE IN MADINAH, IN THE AMOUNT OF
(1,963,850) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
33 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND SAUDI COMPANY FOR
ARTIFICIAL INTELLIGENCE IN THE YEAR 2022,
WHERE THE DIRECTOR DR. ESAM BIN ABDULLAH
AL-WAGAIT HAS INDIRECT INTEREST, WHICH IS
ABSHER SERVICES CONTRACT FOR AN AMOUNT OF
(50,946.38) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
34 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND THE TAWUNIYA
INSURANCE COMPANY IN THE YEAR 2022, WHERE
DIRECTORS DR. KHALED BIN ABDULAZIZ
AL-GHONEIM AND THE DIRECTOR MR. ABDULRAHMAN
BIN MOHAMMED AL-ODAN, HAVE AN INDIRECT
INTEREST IN THEM, WHICH ARE SERVICE
CONTRACTS (BASHER SERVICE FOR ACCIDENTS -
OPT- ABSHER SERVICES - ELECTRONIC
DOCUMENTARY SERVICE - RAYA SERVICE - MUQEEM
SERVICE - TAMM SERVICE) FOR AN AMOUNT OF
(19,041,022) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
35 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MOBILY IN THE YEAR
2022, WHERE DIRECTOR DR. KHALED BIN
ABDULAZIZ AL-GHONEIM HAS AN INDIRECT
INTEREST IN THEM, WHICH ARE SERVICE
CONTRACTS (RAYA SERVICE - NAJIZ - TAMM
SERVICE - MUQEEM SERVICE AMN SERVICE) FOR
AN AMOUNT OF (10,427,430) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
36 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND SAUDI NATIONAL BANK
IN THE YEAR 2022, WHERE DIRECTOR MR.
ABDULRAHMAN BIN MOHAMMED AL-ODAN HAS AN
INDIRECT INTEREST IN THEM, WHICH ARE
SERVICE CONTRACTS (ABSHER SERVICES RAYA
SERVICE - NAJIZNATHEER SERVICE - TAMM
SERVICE - MUQEEM SERVICE AMN SERVICE) FOR
AN AMOUNT OF (72,354,024) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
37 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND QULITY OF LIFE
PROGRAM IN THE YEAR 2022, WHERE CHAIRMAN
MR. RAYED BIN ABDULLAH BIN AHMAD HAS AN
INDIRECT INTEREST, WHICH IS THE PROVISION
OF -YAKEEN SERVICE- FOR THE AMOUNT OF
(55,000) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
38 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND THE NATIONAL
SHIPPING CARRIER OF SAUDI ARABIA IN THE
YEAR 2022, WHERE DIRECTOR MR. RAYED BIN
ABDULLAH BIN ISMAIL HAS AN INDIRECT
INTEREST, WHICH IS SERVICE CONTRACTS (NABAA
SERVICE - ABSHER DEVICES SERVICE - MUQEEM
SERVICE - RAYA SERVICE) FOR AN AMOUNT OF
(35,799) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
39 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TAHAKOM INVESTMENT
COMPANY IN THE YEAR 2022, WHERE DIRECTOR
MR. RAYED BIN ABDULLAH BIN ISMAIL HAS AN
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (MUQEEM SERVICE TAMM SERVICE)
FOR AN AMOUNT OF (2,649) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
40 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND THE KUWAITI FOOD
COMPANY -AMERICANA- IN THE YEAR 2022, WHERE
DIRECTOR MR. RAYED BIN ABDULLAH BIN ISMAIL
HAS AN INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS ( YAKEEN SERVICE - MUQEEM SERVICE
TAMM SERVICE) FOR AN AMOUNT OF
(1,251,125) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
41 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND GDC MIDDLE EAST IN
THE YEAR 2022, WHERE DIRECTOR MR. RAYED BIN
ABDULLAH BIN ISMAIL HAS AN INDIRECT
INTEREST, WHICH IS SERVICE CONTRACTS (AMN
SERVICE - MUQEEM SERVICE TAMM SERVICE)
FOR AN AMOUNT OF (18,846) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
42 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND ACWA POWER ON 2022,
WHERE DIRECTOR MR. RAYED BIN ABDULLAH BIN
ISMAIL HAS AN INDIRECT INTEREST, WHICH IS
SERVICE CONTRACTS (MUQEEM SERVICE TAMM
SERVICE) FOR AN AMOUNT OF (16,911) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
43 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND SELA IN THE YEAR
2022, WHERE THE DIRECTOR MS. SHIHANA BINT
SALEH AL-AZZAZ HAS AN INDIRECT INTEREST,
WHICH IS SERVICE CONTRACTS (MUQEEM SERVICE
TAMM SERVICE) FOR AN AMOUNT OF (16,157)
SAUDI RIYALS WITHOUT ANY PREFERENTIAL
TREATMENT
44 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND THIQAH BUSINESS
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTOR MR. ABDULLAH BIN SAAD AL-SALEM HAS
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (ABSHER SERVICES - YAKEEN
SERVICE- NABAA SERVICE- OTPIAM AMN
SERVICE - MUQEEM SERVICE - TAMM SERVICE)
FOR AN AMOUNT OF (3,063,249) SAUDI RIYALS
WITHOUT ANY PREFERENTIAL TREATMENT
45 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND DERAYAH FINANCIAL
IN THE YEAR 2022, WHERE THE DIRECTOR MR.
FARIS BIN IBRAHIM ALRASHID AL-HUMAID HAS AN
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS ( OTP- MUQEEM SERVICE AMN
SERVICE) FOR AN AMOUNT OF (1,783,250) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
46 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND SAUDI HOME LOANS IN
THE YEAR 2022, WHERE THE DIRECTOR MR. FARIS
BIN IBRAHIM ALRASHID AL-HUMAID HAS AN
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (OTP- MOBILE OWNERSHIP
VERIFICATION SERVICE NATHEER SERVICE
YAKEEN SERVICE) FOR AN AMOUNT OF
(1,472,581) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
47 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND LENDO IN THE YEAR
2022, WHERE THE DIRECTOR MR. FARIS BIN
IBRAHIM ALRASHID AL-HUMAID HAS AN INDIRECT
INTEREST, WHICH IS SERVICE CONTRACTS
(ABSHER SERVICES-YAKEEN SERVICE- OTP-
MUQEEM SERVICE) FOR AN AMOUNT OF (161,276)
SAUDI RIYALS WITHOUT ANY PREFERENTIAL
TREATMENT
48 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND DUR HOSPITALITY
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTOR MR. FARIS BIN IBRAHIM ALRASHID
AL-HUMAID HAS AN INDIRECT INTEREST, WHICH
IS SERVICE CONTRACTS (MUQEEM SERVICE- TAMM
SERVICE) FOR AN AMOUNT OF (15,260) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
49 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND TANAMI LIMITED
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTOR MR. FARIS BIN IBRAHIM ALRASHID
AL-HUMAID HAS AN INDIRECT INTEREST, WHICH
IS SERVICE CONTRACTS (MUQEEM SERVICE- TAMM
SERVICE) FOR AN AMOUNT OF (6,663) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
50 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND BINDAWOOD HOLDING
IN THE YEAR 2022, WHERE THE DIRECTOR MR.
FARIS BIN IBRAHIM ALRASHID AL-HUMAID HAS AN
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (MUQEEM SERVICE- AMN SERVICE) FOR
AN AMOUNT OF (42,179) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
51 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND BAYAN CREDIT BUREAU
IN THE YEAR 2022, WHERE THE DIRECTORS DR.
KHALED BIN ABDULAZIZ AL-GHONEIM HAS
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (MUQEEM SERVICE- AMN SERVICE) FOR
AN AMOUNT OF (3,937) SAUDI RIYALS WITHOUT
ANY PREFERENTIAL TREATMENT
52 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND HAWAZ COMPANY IN
THE YEAR 2022, WHERE THE DIRECTORS DR.
KHALED BIN ABDULAZIZ AL-GHONEIM HAS
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (MUQEEM SERVICE) FOR AN AMOUNT OF
(1,187) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
53 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND ALOBEIKAN COMPANY
IN THE YEAR 2022, WHERE THE DIRECTORS DR.
KHALED BIN ABDULAZIZ AL-GHONEIM HAS
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (MUQEEM SERVICE) FOR AN AMOUNT OF
(746) SAUDI RIYALS WITHOUT ANY PREFERENTIAL
TREATMENT
54 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND MOZON COMPANY IN
THE YEAR 2022, WHERE THE DIRECTORS DR.
KHALED BIN ABDULAZIZ AL-GHONEIM HAS
INDIRECT INTEREST, WHICH IS SERVICE
CONTRACTS (MUQEEM SERVICE) FOR AN AMOUNT OF
(2,300) SAUDI RIYALS WITHOUT ANY
PREFERENTIAL TREATMENT
55 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND ABDULLAH NASSER
ALAUDAN COMPANY IN THE YEAR 2022, WHERE THE
DIRECTOR MR. ABDULRAHMAN BIN MOHAMMED
AL-ODAN HAS INDIRECT INTEREST, WHICH IS
SERVICE CONTRACTS (MUQEEM SERVICE- TAMM
SERVICENAQL) FOR AN AMOUNT OF (12,421)
SAUDI RIYALS WITHOUT ANY PREFERENTIAL
TREATMENT
56 VOTING ON THE TRANSACTIONS AND CONTRACTS Mgmt For For
BETWEEN THE COMPANY AND KAMEET INDUSTRIAL
COMPANY IN THE YEAR 2022, WHERE THE
DIRECTOR MR. ABDULRAHMAN BIN MOHAMMED
AL-ODAN HAS INDIRECT INTEREST, WHICH IS
SERVICE CONTRACTS (MUQEEM SERVICE- TAMM
SERVICENAQL) FOR AN AMOUNT OF (7,689) SAUDI
RIYALS WITHOUT ANY PREFERENTIAL TREATMENT
57 VOTING ON THE PARTICIPATION OF THE BOARD Mgmt For For
MEMBER MR. ABDULLAH BIN SAAD AL-SALEM IN A
BUSINESS THAT COMPETING WITH THE COMPANY S
BUSINESS FOR HIS BOARD MEMBERSHIP IN THIQAH
BUSINESS COMPANY
CMMT 19 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
AGM TO OGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FERTIGLOBE PLC Agenda Number: 716052458
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV55095
Meeting Type: AGM
Meeting Date: 29-Sep-2022
Ticker:
ISIN: AEF000901015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 06 OCT 2022. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
1 AUTHORISE THE CHAIRMAN OF THE GENERAL Mgmt For For
ASSEMBLY TO APPOINT A SECRETARY TO THE
MEETING AND A VOTE COLLECTOR
2 RATIFY THE BOARD OF DIRECTORS RESOLUTION Mgmt For For
REGARDING THE DISTRIBUTION OF A CASH
DIVIDEND OF USD 750 MILLION (EQUIVALENT TO
AED 2.75 BILLION, AMOUNTING TO
APPROXIMATELY AED 0.33 PER SHARE) FOR THE
FIRST HALF OF THE CURRENT FINANCIAL YEAR
2022
3 THE AUTHORISATION OF THE BOARD OF DIRECTORS Mgmt For For
OF THE COMPANY, AND/OR ANY PERSON SO
AUTHORISED BY THE BOARD OF DIRECTORS, TO
ADOPT ANY RESOLUTION OR TAKE ANY ACTION AS
MAY BE NECESSARY TO IMPLEMENT THE ABOVE
CMMT 08 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
OGM TO AGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FIRSTRAND LTD Agenda Number: 715889943
--------------------------------------------------------------------------------------------------------------------------
Security: S5202Z131
Meeting Type: OGM
Meeting Date: 25-Aug-2022
Ticker:
ISIN: ZAE000066304
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 AUTHORISE REPURCHASE OF ISSUED PREFERENCE Mgmt For For
SHARE CAPITAL
S.2 APPROVE SCHEME OF ARRANGEMENT IN ACCORDANCE Mgmt For For
WITH SECTION 48(8)(B)
O.1 AUTHORISE RATIFICATION OF APPROVED Mgmt For For
RESOLUTIONS
CMMT 16 AUG 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
EGM TO OGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FIRSTRAND LTD Agenda Number: 716162982
--------------------------------------------------------------------------------------------------------------------------
Security: S5202Z131
Meeting Type: AGM
Meeting Date: 01-Dec-2022
Ticker:
ISIN: ZAE000066304
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1.1 RE-ELECTION OF DIRECTOR OF THE COMPANY BY Mgmt For For
WAY OF SEPARATE RESOLUTION: GG GELINK
O.1.2 RE-ELECTION OF DIRECTOR OF THE COMPANY BY Mgmt For For
WAY OF SEPARATE RESOLUTION: LL VON ZEUNER
O.1.3 VACANCY FILLED BY DIRECTOR DURING THE YEAR: Mgmt For For
PD NAIDOO
O.2.1 APPOINTMENT OF EXTERNAL AUDITORS: Mgmt For For
APPOINTMENT OF DELOITTE AND TOUCHE AS
EXTERNAL AUDITOR
O.2.2 APPOINTMENT OF EXTERNAL AUDITORS: Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS INC.
AS EXTERNAL AUDITOR
O.3 GENERAL AUTHORITY TO ISSUE AUTHORISED BUT Mgmt For For
UNISSUED ORDINARY SHARES FOR CASH
O.4 SIGNING AUTHORITY TO DIRECTOR AND OR GROUP Mgmt For For
COMPANY SECRETARY
NB.1 NON-BINDING ADVISORY VOTE: ADVISORY Mgmt For For
ENDORSEMENT ON A NON-BINDING BASIS FOR THE
REMUNERATION POLICY
NB.2 NON-BINDING ADVISORY VOTE: ADVISORY Mgmt For For
ENDORSEMENT ON A NON-BINDING BASIS FOR THE
REMUNERATION IMPLEMENTATION REPORT
S.1 GENERAL AUTHORITY TO REPURCHASE ORDINARY Mgmt For For
SHARES
S.2.1 FINANCIAL ASSISTANCE TO DIRECTORS AND Mgmt For For
PRESCRIBED OFFICERS AS EMPLOYEE SHARE
SCHEME BENEFICIARIES
S.2.2 FINANCIAL ASSISTANCE TO RELATED AND Mgmt For For
INTERRELATED ENTITIES
S.3 REMUNERATION OF NON-EXECUTIVE DIRECTORS Mgmt For For
WITH EFFECT FROM 1 DECEMBER 2022
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
GRUPO AEROPORTUARIO DEL PACIFICO SAB DE CV Agenda Number: 716746005
--------------------------------------------------------------------------------------------------------------------------
Security: P4959P100
Meeting Type: EGM
Meeting Date: 13-Apr-2023
Ticker:
ISIN: MX01GA000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 AUTHORIZE CANCELLATION OF 7.02 MILLION Mgmt For For
SHARES HELD IN TREASURY
2 AMEND ARTICLE 6 TO REFLECT CHANGES IN Mgmt For For
CAPITAL
3 ADD ARTICLE 29 BIS RE, SUSTAINABILITY Mgmt For For
COMMITTEE
4 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
GRUPO AEROPORTUARIO DEL PACIFICO SAB DE CV Agenda Number: 716750751
--------------------------------------------------------------------------------------------------------------------------
Security: P4959P100
Meeting Type: AGM
Meeting Date: 13-Apr-2023
Ticker:
ISIN: MX01GA000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVE REPORTS IN COMPLIANCE WITH ARTICLE Mgmt For For
28, SECTION IV OF MEXICAN SECURITIES MARKET
LAW
2 APPROVE DISCHARGE OF DIRECTORS AND OFFICERS Mgmt For For
3 APPROVE INDIVIDUAL AND CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS AND APPROVE EXTERNAL
AUDITORS REPORT ON FINANCIAL STATEMENTS
4 APPROVE ALLOCATION OF INCOME IN THE AMOUNT Mgmt For For
OF MXN 8.88 BILLION
5 APPROVE DIVIDENDS OF MXN 14.84 PER SHARE Mgmt For For
6 CANCEL PENDING AMOUNT OF SHARE REPURCHASE Mgmt For For
APPROVED AT GENERAL MEETINGS HELD ON APRIL
22, 2022, SET SHARE REPURCHASE MAXIMUM
AMOUNT OF MXN 2.5 BILLION
7 INFORMATION ON ELECTION OR RATIFICATION OF Mgmt For For
FOUR DIRECTORS AND THEIR ALTERNATES OF
SERIES BB SHAREHOLDERS
8 ELECT OR RATIFY DIRECTORS OF SERIES B Mgmt For For
SHAREHOLDERS THAT HOLD 10 PERCENT OF SHARE
CAPITAL
9 RATIFY AND ELECT DIRECTORS OF SERIES B Mgmt For For
SHAREHOLDERS
10 ELECT OR RATIFY BOARD CHAIRMAN Mgmt For For
11 APPROVE REMUNERATION OF DIRECTORS FOR YEARS Mgmt For For
2022 AND 2023
12 ELECT OR RATIFY DIRECTOR OF SERIES B Mgmt For For
SHAREHOLDERS AND MEMBER OF NOMINATIONS AND
COMPENSATION COMMITTEE
13 ELECT OR RATIFY CHAIRMAN OF AUDIT AND Mgmt For For
CORPORATE PRACTICES COMMITTEE
14 PRESENT REPORT REGARDING INDIVIDUAL OR Mgmt For For
ACCUMULATED OPERATIONS GREATER THAN USD 3
MILLION
15 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
GRUPO AEROPORTUARIO DEL PACIFICO SAB DE CV Agenda Number: 717143539
--------------------------------------------------------------------------------------------------------------------------
Security: P4959P100
Meeting Type: OGM
Meeting Date: 22-May-2023
Ticker:
ISIN: MX01GA000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 908180 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU
1 INFORMATION ON ELECTION OR RATIFICATION OF Mgmt For For
DIRECTORS AND THEIR ALTERNATES OF SERIES BB
SHAREHOLDERS
2.A RATIFY CARLOS CARDENAS GUZMAN AS DIRECTOR Mgmt For For
2.B RATIFY ANGEL LOSADA MORENO AS DIRECTOR Mgmt For For
2.C RATIFY JOAQUIN VARGAS GUAJARDO AS DIRECTOR Mgmt For For
2.D RATIFY JUAN DIEZ CANEDO RUIZ AS DIRECTOR Mgmt For For
2.E RATIFY LUIS TELLEZ KUENZLER AS DIRECTOR Mgmt For For
2.F RATIFY ALEJANDRA PALACIOS PRIETO AS Mgmt For For
DIRECTOR
2.G ELECT ALEJANDRA YAZMIN SOTO AYECH AS Mgmt For For
DIRECTOR
3.A ELECT LUIS TELLEZ KUENZLER AS DIRECTOR OF Mgmt For For
SERIES B SHAREHOLDERS AND MEMBER OF
NOMINATIONS AND COMPENSATION COMMITTEE
4 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO BANORTE SAB DE CV Agenda Number: 716326447
--------------------------------------------------------------------------------------------------------------------------
Security: P49501201
Meeting Type: EGM
Meeting Date: 29-Nov-2022
Ticker:
ISIN: MXP370711014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PROPOSAL, DISCUSSION AND, IF DEEMED Mgmt For For
APPROPRIATE, APPROVAL OF THE INCLUSION OF
BANCO BINEO, S.A., INSTITUCION DE BANCA
MULTIPLE, AS A SUBSIDIARY FINANCIAL ENTITY,
AND THE AMENDMENT, IF DEEMED APPROPRIATE,
OF ARTICLE 2 OF THE CORPORATE BYLAWS OF THE
COMPANY. FIRST. APPROVAL OF THE INCLUSION
OF BANCO BINEO, S.A., INSTITUCION DE BANCA
MULTIPLE, GRUPO FINANCIERO BANORTE, AS A
FINANCIAL ENTITY THAT IS PART OF GRUPO
FINANCIERO BANORTE, S.A.B. DE C.V
2 SECOND. APPROVAL OF THE AMENDMENT OF Mgmt For For
ARTICLE 2 OF THE CORPORATE BYLAWS OF THE
COMPANY, DUE TO THE INCLUSION OF BANCO
BINEO, S.A., INSTITUCION DE BANCA MULTIPLE,
GRUPO FINANCIERO BANORTE, AS A FINANCIAL
ENTITY THAT IS PART OF THE FINANCIAL GROUP
3 THIRD. THE RESOLUTIONS OF THE FIRST ITEM OF Mgmt For For
THE AGENDA ARE CONDITIONED ON THE
CORRESPONDING REGULATORY APPROVALS BEING
OBTAINED
4 PROPOSAL, DISCUSSION AND, IF DEEMED Mgmt For For
APPROPRIATE, APPROVAL OF THE AMENDMENT OF
THE UNIFIED COVENANT OF RESPONSIBILITIES OF
THE COMPANY AS A PARENT COMPANY. FOURTH. TO
APPROVE THE COMPANY SIGNING THE UNIFIED
COVENANT OF RESPONSIBILITIES WITH BANCO
BINEO, S.A., INSTITUCION DE BANCA MULTIPLE,
GRUPO FINANCIERO BANORTE, IN ORDER THAT THE
MENTIONED FINANCIAL ENTITY BECOMES PART OF
THE CONTRACTUAL RELATIONSHIP AND ASSUMES
THE RIGHTS AND OBLIGATIONS THAT, AS SUCH,
BELONG TO IT UNDER THE TERMS OF THE LAW FOR
THE REGULATION OF FINANCIAL GROUPINGS AND
FOR THE COMPANY TO ASSUME ITS CORRESPONDING
RIGHTS AND OBLIGATIONS AS A PARENT COMPANY
AND TO FILE THE MENTIONED UNIFIED COVENANT
OF RESPONSIBILITIES
5 FIFTH. THE RESOLUTIONS OF THE SECOND ITEM Mgmt For For
OF THE AGENDA ARE CONDITIONED ON THE
CORRESPONDING REGULATORY APPROVALS BEING
OBTAINED
6 DESIGNATION OF A DELEGATE OR DELEGATES TO Mgmt For For
FORMALIZE AND CARRY OUT, IF DEEMED
APPROPRIATE, THE RESOLUTIONS THAT ARE
PASSED BY THE GENERAL MEETING. SIXTH. TO
DESIGNATE DELEGATES TO PERFORM ALL OF THE
ACTS THAT MAY BE NECESSARY IN ORDER TO
CARRY OUT AND FORMALIZE THE RESOLUTIONS
THAT ARE PASSED AT THE GENERAL MEETING
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO BANORTE SAB DE CV Agenda Number: 716326423
--------------------------------------------------------------------------------------------------------------------------
Security: P49501201
Meeting Type: OGM
Meeting Date: 29-Nov-2022
Ticker:
ISIN: MXP370711014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DISCUSSION AND, IF DEEMED APPROPRIATE, Mgmt For For
APPROVAL OF A PROPOSAL FOR THE PAYMENT OF A
CASH DIVIDEND. FIRST. IT IS PROPOSED TO
DISTRIBUTE AMONG THE SHAREHOLDERS A
DIVIDEND IN THE AMOUNT OF MXN
16,759,016,371.63, OR MXN 5.812127155478170
FOR EACH SHARE IN CIRCULATION, AGAINST THE
DELIVERY OF COUPON 5, AND TO BE MADE DURING
THE MONTH OF DECEMBER 2022
2 SECOND. BY VIRTUE OF THE FOREGOING, IT IS Mgmt For For
PROPOSED THAT THE DIVIDEND BE PAID ON
DECEMBER 8, 2022, THROUGH S.D. INDEVAL,
INSTITUCION PARA EL DEPOSITO DE VALORES,
S.A. DE C.V., AFTER A NOTICE THAT IS
PUBLISHED BY THE SECRETARY OF THE BOARD OF
DIRECTORS IN ONE OF THE LARGE CIRCULATION
NEWSPAPERS IN THE CITY OF MONTEREY, NUEVO
LEON, AND BY MEANS OF THE ELECTRONIC SYSTEM
FOR THE TRANSMISSION AND RELEASE OF
INFORMATION, FROM HERE ONWARDS REFERRED TO
AS SEDI, OF THE MEXICAN STOCK EXCHANGE.
PROPOSAL, DISCUSSION AND, IF DEEMED
APPROPRIATE, APPROVAL TO INCREASE THE
MAXIMUM AMOUNT OF FUNDS THAT CAN BE
ALLOCATED FOR SHARE BUYBACKS, DURING THE
PERIOD THAT RUNS BETWEEN THE DATE OF THE
HOLDING OF THIS GENERAL MEETING AND THE
MONTH OF APRIL OF THE YEAR 2023
3 PROPOSAL, DISCUSSION AND, IF DEEMED Mgmt For For
APPROPRIATE, APPROVAL TO INCREASE THE
MAXIMUM AMOUNT OF FUNDS THAT CAN BE
ALLOCATED FOR SHARE BUYBACKS, DURING THE
PERIOD THAT RUNS BETWEEN THE DATE OF THE
HOLDING OF THIS GENERAL MEETING AND THE
MONTH OF APRIL OF THE YEAR 2023. THIRD. IT
IS PROPOSED TO INCREASE THE MAXIMUM AMOUNT
THAT IS ALLOCATED FOR SHARE BUYBACKS BY THE
COMPANY TO REACH THE QUANTITY OF
32,344,000,000.00, TO BE CHARGED AGAINST
SHAREHOLDER EQUITY, AND THAT THERE WILL BE
INCLUDED WITHIN THE SAME THOSE TRANSACTIONS
THAT ARE CARRIED OUT DURING THE PERIOD THAT
RUNS BETWEEN THE DATE OF THE HOLDING OF
THIS GENERAL MEETING AND THE MONTH OF APRIL
OF THE YEAR 2023, BEING SUBJECT TO THE
POLICY FOR THE BUYBACK AND PLACEMENT OF THE
SHARES OF THE COMPANY
4 DESIGNATION OF A DELEGATE OR DELEGATES TO Mgmt For For
FORMALIZE AND CARRY OUT, IF DEEMED
APPROPRIATE, THE RESOLUTIONS THAT ARE
PASSED BY THE GENERAL MEETING. FOURTH. TO
DESIGNATE DELEGATES TO PERFORM ALL OF THE
ACTS THAT MAY BE NECESSARY IN ORDER TO
CARRY OUT AND FORMALIZE THE RESOLUTIONS
THAT ARE PASSED AT THE GENERAL MEETING
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO BANORTE SAB DE CV Agenda Number: 716821245
--------------------------------------------------------------------------------------------------------------------------
Security: P49501201
Meeting Type: AGM
Meeting Date: 21-Apr-2023
Ticker:
ISIN: MXP370711014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.A APPROVE CEO'S REPORT ON FINANCIAL Mgmt For For
STATEMENTS AND STATUTORY REPORTS
1.B APPROVE BOARD'S REPORT ON POLICIES AND Mgmt For For
ACCOUNTING INFORMATION AND CRITERIA
FOLLOWED IN PREPARATION OF FINANCIAL
INFORMATION
1.C APPROVE BOARD'S REPORT ON OPERATIONS AND Mgmt For For
ACTIVITIES UNDERTAKEN BY BOARD
1.D APPROVE REPORT ON ACTIVITIES OF AUDIT AND Mgmt For For
CORPORATE PRACTICES COMMITTEE
1.E APPROVE ALL OPERATIONS CARRIED OUT BY Mgmt For For
COMPANY AND RATIFY ACTIONS CARRIED OUT BY
BOARD, CEO AND AUDIT AND CORPORATE
PRACTICES COMMITTEE
2 APPROVE ALLOCATION OF INCOME Mgmt For For
3 RECEIVE AUDITOR'S REPORT ON TAX POSITION OF Non-Voting
COMPANY
4.A1 ELECT CARLOS HANK GONZALEZ AS BOARD Mgmt For For
CHAIRMAN
4.A2 ELECT JUAN ANTONIO GONZALEZ MORENO AS Mgmt For For
DIRECTOR
4.A3 ELECT DAVID JUAN VILLARREAL MONTEMAYOR AS Mgmt For For
DIRECTOR
4.A4 ELECT JOSE MARCOS RAMIREZ MIGUEL AS Mgmt For For
DIRECTOR
4.A5 ELECT CARLOS DE LA ISLA CORRY AS DIRECTOR Mgmt For For
4.A6 ELECT EVERARDO ELIZONDO ALMAGUER AS Mgmt For For
DIRECTOR
4.A7 ELECT ALICIA ALEJANDRA LEBRIJA HIRSCHFELD Mgmt For For
AS DIRECTOR
4.A8 ELECT CLEMENTE ISMAEL REYES RETANA VALDES Mgmt For For
AS DIRECTOR
4.A9 ELECT MARIANA BANOS REYNAUD AS DIRECTOR Mgmt For For
4.A10 ELECT FEDERICO CARLOS FERNANDEZ SENDEROS AS Mgmt For For
DIRECTOR
4.A11 ELECT DAVID PENALOZA ALANIS AS DIRECTOR Mgmt For For
4.A12 ELECT JOSE ANTONIO CHEDRAUI EGUIA AS Mgmt For For
DIRECTOR
4.A13 ELECT ALFONSO DE ANGOITIA NORIEGA AS Mgmt For For
DIRECTOR
4.A14 ELECT THOMAS STANLEY HEATHER RODRIGUEZ AS Mgmt For For
DIRECTOR
4.A15 ELECT GRACIELA GONZALEZ MORENO AS ALTERNATE Mgmt For For
DIRECTOR
4.A16 ELECT JUAN ANTONIO GONZALEZ MARCOS AS Mgmt For For
ALTERNATE DIRECTOR
4.A17 ELECT ALBERTO HALABE HAMUI AS ALTERNATE Mgmt For For
DIRECTOR
4.A18 ELECT GERARDO SALAZAR VIEZCA AS ALTERNATE Mgmt For For
DIRECTOR
4.A19 ELECT ALBERTO PEREZ-JACOME FRISCIONE AS Mgmt For For
ALTERNATE DIRECTOR
4.A20 ELECT DIEGO MARTINEZ RUEDA-CHAPITAL AS Mgmt For For
ALTERNATE DIRECTOR
4.A21 ELECT ROBERTO KELLEHER VALES AS ALTERNATE Mgmt For For
DIRECTOR
4.A22 ELECT CECILIA GOYA DE RIVIELLO MEADE AS Mgmt For For
ALTERNATE DIRECTOR
4.A23 ELECT JOSE MARIA GARZA TREVINO AS ALTERNATE Mgmt For For
DIRECTOR
4.A24 ELECT MANUEL FRANCISCO RUIZ CAMERO AS Mgmt For For
ALTERNATE DIRECTOR
4.A25 ELECT CARLOS CESARMAN KOLTENIUK AS Mgmt For For
ALTERNATE DIRECTOR
4.A26 ELECT HUMBERTO TAFOLLA NUNEZ AS ALTERNATE Mgmt For For
DIRECTOR
4.A27 ELECT CARLOS PHILLIPS MARGAIN AS ALTERNATE Mgmt For For
DIRECTOR
4.A28 ELECT RICARDO MALDONADO YANEZ AS ALTERNATE Mgmt For For
DIRECTOR
4.B ELECT HECTOR AVILA FLORES (NON-MEMBER) AS Mgmt For For
BOARD SECRETARY
4.C APPROVE DIRECTORS LIABILITY AND Mgmt For For
INDEMNIFICATION
5 APPROVE REMUNERATION OF DIRECTORS Mgmt For For
6 ELECT THOMAS STANLEY HEATHER RODRIGUEZ AS Mgmt For For
CHAIRMAN OF AUDIT AND CORPORATE PRACTICES
COMMITTEE
7.1 APPROVE REPORT ON SHARE REPURCHASE Mgmt For For
7.2 SET AGGREGATE NOMINAL AMOUNT OF SHARE Mgmt For For
REPURCHASE RESERVE
8 APPROVE CERTIFICATION OF COMPANY'S BYLAWS Mgmt For For
9 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO BANORTE SAB DE CV Agenda Number: 717239556
--------------------------------------------------------------------------------------------------------------------------
Security: P49501201
Meeting Type: OGM
Meeting Date: 02-Jun-2023
Ticker:
ISIN: MXP370711014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVE THE DISTRIBUTION AMONG SHAREHOLDERS Mgmt For For
OF A DIVIDEND EQUIVALENT TO 50(PCT) OF THE
NET PROFIT OF 2022, AMOUNTING TO MXN
22,704,037,531.52 (TWENTY-TWO BILLION SEVEN
HUNDRED FOUR MILLION THIRTY-SEVEN THOUSAND
FIVE HUNDRED THIRTY-ONE PESOS 52/100 MXN
CCY), OR MXN 7.873896065842770 PESOS FOR
EACH OUTSTANDING SHARE, TO BE PAID ON JUNE
12TH, 2023, AGAINST DELIVERY OF COUPON
NUMBER 6. THE DIVIDEND PAYMENT WILL BE
CHARGED TO EARNINGS FROM PREVIOUS YEARS
AND, FOR INCOME TAX LAW PURPOSES, IT COMES
FROM THE NET FISCAL INCOME ACCOUNT AS OF
DECEMBER 31ST, 2014, AND SUBSEQUENT
2 APPROVE THAT THE DIVIDEND CORRESPONDING TO Mgmt For For
FISCAL YEAR 2022 WILL BE PAID ON JUNE 12TH,
2023 THROUGH THE S.D. INDEVAL, INSTITUCION
PARA EL DEPOSITO DE VALORES, S.A. DE C.V.,
PRIOR NOTICE PUBLISHED BY THE SECRETARY OF
THE BOARD OF DIRECTORS IN ONE OF THE
NEWSPAPERS WITH THE LARGEST CIRCULATION IN
THE CITY OF MONTERREY, NUEVO LEON AND
THROUGH THE ELECTRONIC DELIVERY AND
INFORMATION DIFFUSION SYSTEM (SEDI) OF THE
MEXICAN STOCK EXCHANGE. DESIGNATION OF
DELEGATE OR DELEGATES TO FORMALIZE AND
EXECUTE, IF APPLICABLE, THE RESOLUTIONS
PASSED BY THE SHAREHOLDERS MEETING
3 APPOINT THE NECESSARY DELEGATES TO CARRY Mgmt For For
OUT ALL ACTS REQUIRED TO COMPLY WITH AND
FORMALIZE THE RESOLUTIONS PASSED BY THE
SHAREHOLDERS MEETING
CMMT 23 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
AGM TO OGM AND CHANGE IN NUMBERING OF ALL
RESOLUTIONS AND CHANGE IN TEXT OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
HANA FINANCIAL GROUP INC Agenda Number: 716742158
--------------------------------------------------------------------------------------------------------------------------
Security: Y29975102
Meeting Type: AGM
Meeting Date: 24-Mar-2023
Ticker:
ISIN: KR7086790003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF OUTSIDE DIRECTOR: GIM HONG JIN Mgmt For For
3.2 ELECTION OF OUTSIDE DIRECTOR: HEO YUN Mgmt For For
3.3 ELECTION OF OUTSIDE DIRECTOR: I JEONG WON Mgmt For For
3.4 ELECTION OF OUTSIDE DIRECTOR: BAK DONG MUN Mgmt For For
3.5 ELECTION OF OUTSIDE DIRECTOR: I GANG WON Mgmt For For
3.6 ELECTION OF OUTSIDE DIRECTOR: WON SUK YEON Mgmt For For
3.7 ELECTION OF OUTSIDE DIRECTOR: I JUN SEO Mgmt For For
3.8 ELECTION OF A NON-PERMANENT DIRECTOR: I Mgmt For For
SEUNG YEOL
4 ELECTION OF OUTSIDE DIRECTOR WHO IS AN Mgmt For For
AUDIT COMMITTEE MEMBER: YANG DONG HUN
5.1 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS Mgmt For For
AN OUTSIDE DIRECTOR: HEO YUN
5.2 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS Mgmt For For
AN OUTSIDE DIRECTOR: WON SUK YEON
5.3 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS Mgmt For For
AN OUTSIDE DIRECTOR: I JUN SEO
6 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 715818449
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: AGM
Meeting Date: 16-Jul-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (STANDALONE) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORTS OF THE BOARD OF
DIRECTORS AND AUDITORS THEREON
2 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (CONSOLIDATED) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORT OF AUDITORS
THEREON
3 TO DECLARE DIVIDEND ON EQUITY SHARES Mgmt For For
4 TO APPOINT A DIRECTOR IN PLACE OF MRS. RENU Mgmt For For
KARNAD (DIN 00008064), WHO RETIRES BY
ROTATION AND, BEING ELIGIBLE, OFFERS
HERSELF FOR RE-APPOINTMENT
5 "RESOLVED THAT, PURSUANT TO THE PROVISIONS Mgmt For For
OF SECTIONS 139, 141 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013 AND THE RELEVANT RULES THEREUNDER AND
PURSUANT TO SECTION 30 OF THE BANKING
REGULATION ACT, 1949 AND GUIDELINES ISSUED
BY THE RESERVE BANK OF INDIA (RBI)
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR REENACTMENTS THEREOF, M/S.
PRICE WATERHOUSE LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
301112E/E300264) ['PRICE WATERHOUSE LLP'],
WHO HAVE OFFERED THEMSELVES FOR APPOINTMENT
AND HAVE CONFIRMED THEIR ELIGIBILITY TO BE
APPOINTED AS JOINT STATUTORY AUDITORS IN
TERMS OF SECTION 141 OF THE COMPANIES ACT,
2013 AND APPLICABLE RULES THEREUNDER AND
THE GUIDELINES ISSUED BY RBI DATED APRIL
27, 2021, BE AND ARE HEREBY APPOINTED AS
ONE OF THE JOINT STATUTORY AUDITORS OF THE
BANK, TO HOLD OFFICE FOR A PERIOD OF3
(THREE) YEARS IN RELATION TO FY 2022-23, FY
2023-24 AND FY 2024-25, SUBJECT TO THE
APPROVAL OF THE RBI, FOR THE PURPOSE OF
AUDIT INCLUDING REPORTING ON INTERNAL
FINANCIAL CONTROLS OF THE BANK'S ACCOUNTS
AT ITS HEAD OFFICE, BRANCHES AND OTHER
OFFICES, WITH POWER TO THE BOARD, INCLUDING
RELEVANT COMMITTEE(S) THEREOF, TO ALTER AND
VARY THE TERMS AND CONDITIONS OF
APPOINTMENT, ETC., INCLUDING BY REASON OF
NECESSITY ON ACCOUNT OF CONDITIONS AS MAY
BE STIPULATED BY THE RBI AND / OR ANY OTHER
AUTHORITY. RESOLVED FURTHER THAT SUBJECT TO
APPLICABLE LAWS AND REGULATIONS INCLUDING
THE RELEVANT GUIDELINES AND CIRCULARS OF
THE RBI (AS MAY BE AMENDED, RESTATED,
MODIFIED, REPLACED FROM TIME TO TIME), M.M.
NISSIM & CO. LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
107122W/W100672) ['M.M. NISSIM & CO. LLP'],
WHO WERE ALREADY APPOINTED AS THE JOINT
STATUTORY AUDITORS OF THE BANK AT THE 27TH
ANNUAL GENERAL MEETING HELD ON JULY 17,
2021, SHALL ACT AS THE JOINT STATUTORY
AUDITORS OF THE BANK, ALONG WITH PRICE
WATERHOUSE LLP, FOR THE REMAINDER OF THE
TERM OF M.M. NISSIM & CO. LLP. RESOLVED
FURTHER THAT THE OVERALL AUDIT FEES FOR FY
2022-23 SHALL AGGREGATE TO INR 3,85,00,000
(RUPEES THREE CRORES EIGHTY-FIVE LACS
ONLY), AND BE ALLOCATED AS MUTUALLY AGREED
BETWEEN THE BANK AND THE JOINT STATUTORY
AUDITORS, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE.
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORIZED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORIZED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND RESPONSIBILITIES
/ SCOPE OF WORK OF THE RESPECTIVE JOINT
STATUTORY AUDITORS, NEGOTIATING,
FINALIZING, AMENDING, SIGNING, DELIVERING,
EXECUTING THE TERMS OF APPOINTMENT
INCLUDING ANY CONTRACTS OR DOCUMENTS IN
THIS REGARD, WITHOUT BEING REQUIRED TO SEEK
ANY FURTHER CONSENT OR APPROVAL OF THE
MEMBERS OF THE BANK
6 "RESOLVED THAT, PURSUANT TO SECTION 142 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013 AND THE RELEVANT RULES
THEREUNDER, IN ADDITION TO THE RESOLUTION
PASSED BY THE MEMBERS OF THE BANK ON JULY
17, 2021, FOR PAYMENT OF OVERALL AUDIT FEES
OF INR 3,30,00,000 (RUPEES THREE CRORES
THIRTY LAKHS ONLY) FOR FY 2021-22 TO BE
ALLOCATED BY THE BANK BETWEEN MSKA &
ASSOCIATES, CHARTERED ACCOUNTANTS (ICAI
FIRM REGISTRATION NO. 105047W) ['MSKA &
ASSOCIATES'], AND M.M. NISSIM & CO. LLP,
CHARTERED ACCOUNTANTS (ICAI FIRM
REGISTRATION NO. 107122W/W100672) ['M.M.
NISSIM & CO. LLP'], JOINT STATUTORY
AUDITORS OF THE BANK, FURTHER APPROVAL OF
THE MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED FOR PAYMENT OF ADDITIONAL FEES OF
INR 55,00,000 (RUPEES FIFTY FIVE LAKHS
ONLY) TO MSKA & ASSOCIATES AND M.M. NISSIM
& CO. LLP, FOR SUBSTANTIAL INCREASE IN THE
SCOPE OF THEIR WORK EMANATING FROM VARIOUS
CIRCULARS / NOTIFICATIONS ISSUED BY THE
RESERVE BANK OF INDIA (RBI) AND SECURITIES
AND EXCHANGE BOARD OF INDIA (SEBI), FOR FY
2021-22, TO BE ALLOCATED BY THE BANK
BETWEEN MSKA & ASSOCIATES AND M.M. NISSIM &
CO. LLP, AS MAY BE MUTUALLY AGREED BETWEEN
THE BANK AND THE SAID RESPECTIVE AUDITORS,
DEPENDING UPON THEIR RESPECTIVE SCOPE OF
WORK, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE."
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION, THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORISED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORISED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND
RESPONSIBILITIES/ SCOPE OF WORK OF THE
RESPECTIVE JOINT STATUTORY AUDITOR(S),
NEGOTIATING, FINALISING, AMENDING, SIGNING,
DELIVERING, EXECUTING, THE TERMS OF
APPOINTMENT INCLUDING ANY CONTRACTS OR
DOCUMENTS IN THIS REGARD, WITHOUT BEING
REQUIRED TO SEEK ANY FURTHER CONSENT OR
APPROVAL OF THE MEMBERS OF THE BANK
7 "RESOLVED THAT PURSUANT TO SECTIONS 152, Mgmt For For
161 AND OTHER APPLICABLE PROVISIONS, IF
ANY, OF THE COMPANIES ACT, 2013 AND THE
RELEVANT RULES THEREUNDER, THE BANKING
REGULATIONACT, 1949, RELEVANT CIRCULARS
ISSUED BY THE RBI FROM TIME TO TIME,
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR RE-ENACTMENTS THEREOF, THE
ARTICLES OF ASSOCIATION OF THE BANK, AND
RECOMMENDATION OF THE NOMINATION AND
REMUNERATION COMMITTEE AND THE BOARD OF
DIRECTORS OF THE BANK (HEREINAFTER REFERRED
TO AS THE "BOARD", WHICH TERM SHALL BE
DEEMED TO INCLUDE ANY COMMITTEE CONSTITUTED
/ EMPOWERED / TO BE CONSTITUTED BY THE
BOARD FROM TIME TO TIME TO EXERCISE ITS
POWERS CONFERRED BY THIS RESOLUTION), THE
RE-APPOINTMENT OF MRS. RENU KARNAD (DIN
00008064), BE AND IS HEREBY APPROVED BY THE
MEMBERS AS A NONEXECUTIVE DIRECTOR (NOMINEE
OF HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED, PROMOTER OF THE BANK), FOR A
SECOND TERM OF FIVE (5) YEARS WITH EFFECT
FROM SEPTEMBER 3, 2022 TILL SEPTEMBER 2,
2027, LIABLE TO RETIRE BY ROTATION.
RESOLVED FURTHER THAT MRS. RENU KARNAD
SHALL BE PAID SITTING FEES, REIMBURSED
EXPENSES FOR ATTENDING BOARD AND COMMITTEE
MEETINGS AS APPLICABLE AND FIXED
REMUNERATION OF INR 20,00,000 (RUPEES
TWENTY LAKHS ONLY) PER ANNUM FROM THE DATE
OF HER APPOINTMENT TILL THE END OF HER
TENURE, ON PROPORTIONATE BASIS, IN TERMS OF
THE RBI CIRCULAR ON CORPORATE GOVERNANCE IN
BANKS - APPOINTMENT OF DIRECTORS AND
CONSTITUTION OF COMMITTEES OF THE BOARD
DATED APRIL 26, 2021. RESOLVED FURTHER THAT
THE BOARD OF DIRECTORS OF THE BANK BE AND
IS HEREBY AUTHORIZED TO EXECUTE ALL SUCH
DOCUMENTS, INSTRUMENTS AND WRITINGS, AS
DEEMED NECESSARY, FILE REQUISITE FORMS OR
APPLICATIONS WITH STATUTORY/ REGULATORY
AUTHORITIES, WITH THE POWER TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN THIS REGARD, AS IT MAY IN ITS SOLE
AND ABSOLUTE DISCRETION DEEM FIT AND TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS AS
MAY BE CONSIDERED NECESSARY AND APPROPRIATE
AND TO DELEGATE ALL OR ANY OF ITS POWERS
HEREIN CONFERRED TO ANY
DIRECTOR(S)/OFFICER(S) OF THE BANK, TO GIVE
EFFECT TO THIS RESOLUTION."
8 "RESOLVED THAT PURSUANT TO SECTION 42 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013, RULE 14 AND OTHER
APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES (PROSPECTUS AND ALLOTMENT OF
SECURITIES) RULES, 2014, THE COMPANIES
(SHARE CAPITAL AND DEBENTURE) RULES, 2014,
ANY OTHER APPLICABLE RULES, SECURITIES AND
EXCHANGE BOARD OF INDIA (ISSUE AND LISTING
OF DEBT SECURITIES) REGULATIONS, 2008, ANY
OTHER APPLICABLE PROVISIONS OF LAW, ANY
AMENDMENTS, MODIFICATIONS, VARIATIONS OR
RE-ENACTMENTS THERETO FROM TIME TO TIME,
AND THE RELEVANT PROVISIONS OF THE
MEMORANDUM AND ARTICLES OF ASSOCIATION OF
THE BANK AND SUBJECT TO SUCH OTHER
APPROVAL(S), CONSENT(S), PERMISSION(S) AND
SANCTION(S) AS MAY BE NECESSARY FROM THE
CONCERNED AUTHORITIES / REGULATORS /
STATUTORY AUTHORITY(IES), INCLUDING RESERVE
BANK OF INDIA ("RBI"), THE APPROVAL OF THE
MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED TO THE BOARD OF DIRECTORS OF THE
BANK (HEREINAFTER REFERRED TO AS "BOARD"
AND WHICH TERM SHALL BE DEEMED TO INCLUDE
ANY COMMITTEE OF THE BOARD OR ANY OTHER
PERSONS TO WHOM POWERS ARE DELEGATED BY THE
BOARD AS PERMITTED UNDER THE COMPANIES ACT,
2013 OR RULES THEREUNDER) FOR BORROWING /
RAISING FUNDS IN INDIAN OR FOREIGN CURRENCY
BY ISSUE OF UNSECURED PERPETUAL DEBT
INSTRUMENTS (PART OF ADDITIONAL TIER I
CAPITAL), TIER II CAPITAL BONDS AND LONG
TERM BONDS (FINANCING OF INFRASTRUCTURE AND
AFFORDABLE HOUSING), WHETHER IN INDIA OR
ABROAD, ON A PRIVATE PLACEMENT BASIS AND /
OR FOR MAKING OFFERS AND / OR INVITATIONS
THEREFOR AND / OR ISSUE(S) / ISSUANCES
THEREFOR, ON PRIVATE PLACEMENT BASIS, EVEN
IF THE AMOUNT TO BE BORROWED/ RAISED
EXCEEDS/WILL EXCEED THE LIMIT AS SPECIFIED
IN CLAUSE (C) OF SUB-SECTION (1) OF SECTION
180 OF THE COMPANIES ACT, 2013, FOR A
PERIOD OF ONE (1) YEAR FROM THE DATE
HEREOF, IN ONE OR MORE TRANCHES AND / OR
SERIES AND UNDER ONE OR MORE SHELF
DISCLOSURE DOCUMENTS AND / OR ONE OR MORE
ISSUES / LETTERS OF OFFER OR SUCH OTHER
DOCUMENTS OR AMENDMENTS / REVISIONS THEREOF
AND ON SUCHTERMS AND CONDITIONS FOR EACH
SERIES / TRANCHES INCLUDING THE PRICE,
COUPON, PREMIUM, DISCOUNT, TENOR, LISTING,
ETC. AS MAY BE DEEMED FIT BY THE BOARD, AS
PER THE STRUCTURE AND WITHIN THE LIMITS
PERMITTED BY THE RBI, OF AN AMOUNT IN
AGGREGATE NOT EXCEEDING INR 50,000 CRORES;
RESOLVED FURTHER THAT THE MEMBERS OF THE
BANK DO HEREBY ACCORD APPROVAL TO THE BOARD
OF DIRECTORS OF THE BANK TO SIGN AND
EXECUTE ALL SUCH DOCUMENTS, DEEDS AND
WRITINGS AND TO DO ALL SUCH ACTS, DEEDS,
MATTERS AND THINGS AS MAY BE DEEMED
NECESSARY, EXPEDIENT AND INCIDENTAL THERETO
WITH POWER TO SETTLE ALL QUESTIONS,
DIFFICULTIES OR DOUBTS THAT MAY ARISE WITH
REGARD TO ANY OF THE SAID MATTERS, AND TO
DELEGATE ALL OR ANY OF ITS POWERS HEREIN
CONFERRED TO ANY COMMITTEE OF DIRECTORS AND
/ OR DIRECTOR(S) AND / OR OFFICER(S) /
EMPLOYEE(S) OF THE BANK / ANY OTHER
PERSON(S) TO GIVE EFFECT TO THE AFORESAID
RESOLUTION
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716197098
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: CRT
Meeting Date: 25-Nov-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO AND IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF SECTIONS 230 - 232
AND OTHER APPLICABLE PROVISIONS OF THE
COMPANIES ACT, 2013, THE COMPANIES
(COMPROMISES, ARRANGEMENTS AND
AMALGAMATIONS) RULES, 2016 AND ANY OTHER
RULES, CIRCULARS AND NOTIFICATIONS MADE
THEREUNDER (INCLUDING ANY AMENDMENT,
STATUTORY MODIFICATION, VARIATION OR
RE-ENACTMENT THEREOF) AS MAY BE APPLICABLE;
SECTION 2(1B) OF THE INCOMETAX ACT, 1961;
THE BANKING REGULATION ACT, 1949, THE
SECURITIES AND EXCHANGE BOARD OF INDIA ACT,
1992, AND THE REGULATIONS THEREUNDER
INCLUDING THE SECURITIES AND EXCHANGE BOARD
OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015;
COMPETITION ACT, 2002; AND ANY OTHER
APPLICABLE LAWS AND REGULATIONS, INCLUDING
SUCH OTHER DIRECTIONS, GUIDELINES OR
REGULATIONS ISSUED/NOTIFIED BY THE RESERVE
BANK OF INDIA AND THE SECURITIES AND
EXCHANGE BOARD OF INDIA WHICH MAY BE
APPLICABLE, ANY AND ALL OF WHICH AS
NOTIFIED OR AS MAY BE AMENDED FROM TIME TO
TIME AND INCLUDING STATUTORY REPLACEMENT OR
RE-ENACTMENT THEREOF, IF ANY; RESERVE BANK
OF INDIA'S MASTER DIRECTION - AMALGAMATION
OF PRIVATE SECTOR BANKS, DIRECTIONS, 2016,
THE SECURITIES AND EXCHANGE BOARD OF INDIA
MASTER CIRCULAR NO.
SEBI/HO/CFD/DIL1/CIR/P/2021/0000000665
DATED NOVEMBER 23, 2021; THE NO ADVERSE
OBSERVATIONS LETTER/ NO-OBJECTION LETTER
ISSUED BY BSE LIMITED AND THE NATIONAL
STOCK EXCHANGE OF INDIA LIMITED,
RESPECTIVELY, BOTH DATED JULY 2, 2022; AND
SUBJECT TO THE PROVISIONS OF THE MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION
OF HDFC BANK LIMITED ("BANK"); AND SUBJECT
TO THE APPROVAL OF HON'BLE NATIONAL COMPANY
LAW TRIBUNAL, MUMBAI BENCH, MUMBAI
("NCLT"); AND SUBJECT TO RECEIPT OF ALL
STATUTORY, GOVERNMENTAL, PERMISSIONS AND
THIRD PARTY CONSENTS AS MAY BE REQUIRED
INCLUDING THE COMPETITION COMMISSION OF
INDIA, SECURITIES AND EXCHANGE BOARD OF
INDIA, RESERVE BANK OF INDIA, NATIONAL
HOUSING BANK, INSURANCE REGULATORY AND
DEVELOPMENT AUTHORITY OF INDIA, PENSION
FUND REGULATORY AND DEVELOPMENT AUTHORITY
AND SUCH OTHER APPROVALS, PERMISSIONS AND
SANCTIONS OF REGULATORY AND OTHER
AUTHORITIES OR TRIBUNALS, AS MAY BE
NECESSARY; AND SUBJECT TO SUCH CONDITIONS
AND MODIFICATIONS AS MAY BE PRESCRIBED OR
IMPOSED BY THE NCLT OR BY ANY REGULATORY OR
OTHER AUTHORITIES, WHICH MAY BE AGREED TO
BY THE BOARD OF DIRECTORS OF THE BANK
(HEREINAFTER REFERRED TO AS THE "BOARD",
WHICH TERM SHALL BE DEEMED TO MEAN AND
INCLUDE ONE OR MORE COMMITTEE(S)
CONSTITUTED/TO BE CONSTITUTED BY THE BOARD
OR ANY PERSON(S) WHICH THE BOARD MAY
NOMINATE TO EXERCISE ITS POWERS INCLUDING
THE POWERS CONFERRED BY THIS RESOLUTION),
THE ARRANGEMENT EMBODIED IN THE COMPOSITE
SCHEME OF AMALGAMATION AMONG HDFC
INVESTMENTS LIMITED AND HDFC HOLDINGS
LIMITED AND THE HOUSING DEVELOPMENT FINANCE
CORPORATION LIMITED AND THE BANK AND THEIR
RESPECTIVE SHAREHOLDERS AND CREDITORS
("SCHEME") THE DRAFT OF WHICH WAS
CIRCULATED ALONG WITH THIS NOTICE BE AND IS
HEREBY APPROVED." "RESOLVED FURTHER THAT
THE BOARD BE AND IS HEREBY AUTHORIZED TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS,
AS IT MAY, IN ITS ABSOLUTE DISCRETION DEEM
REQUISITE, DESIRABLE, APPROPRIATE OR
NECESSARY TO GIVE EFFECT TO THE ABOVE
RESOLUTION AND EFFECTIVELY IMPLEMENT THE
ARRANGEMENT EMBODIED IN THE SCHEME AND TO
ACCEPT SUCH MODIFICATIONS, AMENDMENTS,
LIMITATIONS AND/OR CONDITIONS, IF ANY,
WHICH MAY BE REQUIRED AND/ OR IMPOSED BY
THE NCLT WHILE SANCTIONING THE ARRANGEMENT
EMBODIED IN THE SCHEME OR BY ANY REGULATORY
OR OTHER AUTHORITIES, AS MAY BE REQUIRED
FOR THE PURPOSE OF RESOLVING ANY QUESTIONS
OR DOUBTS OR DIFFICULTIES THAT MAY ARISE OR
MEANING OR INTERPRETATION OF THE SCHEME OR
IMPLEMENTATION THEREOF OR IN ANY MATTER
WHATSOEVER CONNECTED THEREWITH, INCLUDING
PASSING OF SUCH ACCOUNTING ENTRIES AND /OR
MAKING SUCH ADJUSTMENTS IN THE BOOKS OF
ACCOUNTS AS CONSIDERED NECESSARY IN GIVING
EFFECT TO THE SCHEME, AS THE BOARD MAY DEEM
FIT AND PROPER
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716693571
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 25-Mar-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED
2 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDB FINANCIAL SERVICES LIMITED
3 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC SECURITIES LIMITED
4 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC LIFE INSURANCE COMPANY LIMITED
5 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC ERGO GENERAL INSURANCE COMPANY LIMITED
6 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC CREDILA FINANCIAL SERVICES LIMITED
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 717206850
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 11-Jun-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT AND REMUNERATION OF MR. KAIZAD Mgmt For For
BHARUCHA (DIN: 02490648) AS A DEPUTY
MANAGING DIRECTOR OF THE BANK, FOR A PERIOD
OF THREE (3) YEARS, W.E.F. APRIL 19, 2023,
ON THE TERMS AND CONDITIONS RELATING TO THE
SAID APPOINTMENT, INCLUDING REMUNERATION,
AS APPROVED BY THE RBI
2 APPOINTMENT AND REMUNERATION OF MR. BHAVESH Mgmt For For
ZAVERI (DIN: 01550468) AS AN EXECUTIVE
DIRECTOR OF THE BANK, FOR A PERIOD OF THREE
(3) YEARS, W.E.F. APRIL 19, 2023, ON THE
TERMS AND CONDITIONS RELATING TO THE SAID
APPOINTMENT, INCLUDING REMUNERATION, AS
APPROVED BY THE RBI
--------------------------------------------------------------------------------------------------------------------------
HINDUSTAN AERONAUTICS LTD Agenda Number: 715953205
--------------------------------------------------------------------------------------------------------------------------
Security: Y3199R108
Meeting Type: AGM
Meeting Date: 29-Aug-2022
Ticker:
ISIN: INE066F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (INCLUDING AUDITED
CONSOLIDATED FINANCIAL STATEMENTS) FOR THE
FINANCIAL YEAR ENDED 31ST MARCH, 2022 AND
THE REPORTS OF THE BOARD OF DIRECTORS AND
AUDITORS THEREON AND COMMENTS OF THE
COMPTROLLER & AUDITOR GENERAL OF INDIA
2 TO CONFIRM PAYMENT OF INTERIM DIVIDEND OF Mgmt For For
INR 40/- PER EQUITY SHARE AND TO DECLARE A
FINAL DIVIDEND ON EQUITY SHARES FOR THE
FINANCIAL YEAR 2021-22
3 TO APPOINT A DIRECTOR IN PLACE OF SHRI ALOK Mgmt For For
VERMA, (DIN 08652280) WHO RETIRES BY
ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF
FOR RE-APPOINTMENT
4 TO APPOINT A DIRECTOR IN PLACE OF SHRI Mgmt For For
CHANDRAKER BHARTI (DIN 02599261) WHO
RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT
5 TO FIX REMUNERATION OF STATUTORY AUDITORS Mgmt For For
FOR THE FINANCIAL YEAR 2022-23
6 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 148(3) OF THE COMPANIES ACT, 2013
READ WITH RULE 14 OF COMPANIES (AUDIT AND
AUDITORS) RULES, 2014 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013, THE
REMUNERATION OF INR 2,50,000/- (RUPEES TWO
LAKHS AND FIFTY THOUSAND ONLY) EXCLUDING
APPLICABLE TAX PAYABLE TO M/S GNV &
ASSOCIATES, COST ACCOUNTANTS, BENGALURU,
FOR CONDUCTING COST AUDIT OF THE COMPANY
FOR THE FINANCIAL YEAR 2022-23, AS APPROVED
BY THE BOARD OF DIRECTORS OF THE COMPANY,
BE AND IS HEREBY RATIFIED
7 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 149, 150, 152 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013, AND THE RULES MADE THEREUNDER AND
REGULATION 17(1C) & REGULATION 25(2A) OF
THE SEBI (LODR) REGULATIONS, 2015 AS
AMENDED, DR. DIVYA GUPTA, (DIN 00236773),
WHO WAS APPOINTED AS A PART-TIME
NON-OFFICIAL (INDEPENDENT) WOMAN DIRECTOR
OF THE COMPANY WITH EFFECT FROM 28TH
DECEMBER, 2021 BY THE BOARD OF DIRECTORS
PURSUANT TO THE LETTER F. NO.
49016/02/2021-D(HAL-III) DATED 28TH
DECEMBER, 2021 OF THE DDP, MOD, BE AND IS
HEREBY APPOINTED AS PART- TIME NON-OFFICIAL
(INDEPENDENT) WOMAN DIRECTOR OF THE
COMPANY, NOT LIABLE TO RETIRE BY ROTATION,
ON THE SAME TERMS & CONDITIONS AS
DETERMINED BY THE GOVT. OF INDIA
8 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 149, 150, 152 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013, AND THE RULES MADE THEREUNDER AND
REGULATION 17(1C) & REGULATION 25(2A) OF
THE SEBI (LODR) REGULATIONS, 2015 AS
AMENDED, SHRI DEEPAK ABASAHEB SHINDE, (DIN
00288460), WHO WAS APPOINTED AS A PART-TIME
NON-OFFICIAL (INDEPENDENT) DIRECTOR OF THE
COMPANY WITH EFFECT FROM 28TH APRIL, 2022
BY THE BOARD OF DIRECTORS PURSUANT TO THE
LETTER F. NO. 8(23)/2021-D(COORD/DDP) DATED
28TH APRIL, 2022 OF THE DDP, MOD, BE AND IS
HEREBY APPOINTED AS PART-TIME NON-OFFICIAL
(INDEPENDENT) DIRECTOR OF THE COMPANY, NOT
LIABLE TO RETIRE BY ROTATION, ON THE SAME
TERMS & CONDITIONS AS DETERMINED BY THE
GOVT. OF INDIA
9 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 152, 160 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013, AND THE RULES MADE THEREUNDER AND
REGULATION 17(1C) OF SEBI (LODR)
REGULATIONS, 2015 AS AMENDED, SHRI JAYADEVA
E.P. (DIN 06761333) WHO WAS APPOINTED AS AN
ADDITIONAL DIRECTOR AND DESIGNATED AS
DIRECTOR (OPERATIONS) OF THE COMPANY BY THE
BOARD OF DIRECTORS WITH EFFECT FROM 10TH
JUNE, 2022 AS PER THE GOVT. OF INDIA, MOD
LETTER F. NO. 49013/01/2021-D (HAL-III)
DATED 10TH JUNE, 2022 AND WHO HOLDS OFFICE
UNTIL THE DATE OF ENSUING ANNUAL GENERAL
MEETING IN TERMS OF SECTION 161 OF THE
COMPANIES ACT, 2013, AND IN RESPECT OF WHOM
THE COMPANY HAS RECEIVED A NOTICE IN
WRITING FROM HIM UNDER SECTION 160 OF THE
COMPANIES ACT, 2013 SIGNIFYING HIS
INTENTION TO APPOINT HIM AS A DIRECTOR, BE
AND IS HEREBY APPOINTED AS DIRECTOR
(OPERATIONS) OF THE COMPANY ON TERMS AND
CONDITIONS AS STIPULATED BY THE GOVERNMENT
OF INDIA
--------------------------------------------------------------------------------------------------------------------------
HINDUSTAN AERONAUTICS LTD Agenda Number: 716333810
--------------------------------------------------------------------------------------------------------------------------
Security: Y3199R108
Meeting Type: OTH
Meeting Date: 07-Dec-2022
Ticker:
ISIN: INE066F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF SHRI RAJEEV PRAKASH (DIN: Mgmt For For
08590061) AS GOVERNMENT NOMINEE DIRECTOR OF
THE COMPANY
2 APPOINTMENT OF DR. D K SUNIL (DIN: Mgmt For For
09639264) AS WHOLE TIME DIRECTOR DESIGNATED
AS DIRECTOR (ENGINEERING AND R&D) OF THE
COMPANY
--------------------------------------------------------------------------------------------------------------------------
HOUSING DEVELOPMENT FINANCE CORP LTD Agenda Number: 716224922
--------------------------------------------------------------------------------------------------------------------------
Security: Y37246207
Meeting Type: CRT
Meeting Date: 25-Nov-2022
Ticker:
ISIN: INE001A01036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO AND IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF SECTIONS 230 - 232
AND OTHER APPLICABLE PROVISIONS OF THE
COMPANIES ACT, 2013, THE COMPANIES
(COMPROMISES, ARRANGEMENTS AND
AMALGAMATIONS) RULES, 2016 AND ANY OTHER
RULES, CIRCULARS AND NOTIFICATIONS MADE
THEREUNDER (INCLUDING ANY AMENDMENT,
STATUTORY MODIFICATION, VARIATION OR
RE-ENACTMENT THEREOF) AS MAY BE APPLICABLE;
SECTION 2(1B) OF THE INCOME-TAX ACT, 1961;
THE SECURITIES AND EXCHANGE BOARD OF INDIA
ACT, 1992 AND THE REGULATIONS THEREUNDER
INCLUDING THE SECURITIES AND EXCHANGE BOARD
OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015;
COMPETITION ACT, 2002; THE BANKING
REGULATION ACT, 1949, AS MAY BE APPLICABLE;
AND ANY OTHER APPLICABLE LAWS AND
REGULATIONS, INCLUDING SUCH OTHER
DIRECTIONS, GUIDELINES OR REGULATIONS
ISSUED/NOTIFIED BY THE RESERVE BANK OF
INDIA AND THE SECURITIES AND EXCHANGE BOARD
OF INDIA WHICH MAY BE APPLICABLE, ANY AND
ALL OF WHICH AS NOTIFIED OR AS MAY BE
AMENDED FROM TIME TO TIME AND INCLUDING ANY
STATUTORY REPLACEMENT OR RE-ENACTMENT
THEREOF, IF ANY; THE SECURITIES AND
EXCHANGE BOARD OF INDIA MASTER CIRCULAR NO.
SEBI/HO/CFD/DIL1/CIR/P/2021/0000000665
DATED NOVEMBER 23, 2021; RESERVE BANK OF
INDIA'S MASTER DIRECTION - AMALGAMATION OF
PRIVATE SECTOR BANKS, DIRECTIONS, 2016, THE
NO ADVERSE OBSERVATIONS LETTER/NO-OBJECTION
LETTER ISSUED BY BSE LIMITED AND THE
NATIONAL STOCK EXCHANGE OF INDIA LIMITED,
RESPECTIVELY, BOTH DATED JULY 2, 2022; AND
SUBJECT TO THE PROVISIONS OF THE MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION
OF HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED ("CORPORATION"); AND SUBJECT TO THE
APPROVAL OF HON'BLE NATIONAL COMPANY LAW
TRIBUNAL, MUMBAI BENCH, MUMBAI ("NCLT");
AND SUBJECT TO RECEIPT OF ALL STATUTORY,
GOVERNMENTAL, PERMISSIONS AND THIRD PARTY
CONSENTS AS MAY BE REQUIRED INCLUDING THE
COMPETITION COMMISSION OF INDIA, SECURITIES
AND EXCHANGE BOARD OF INDIA, RESERVE BANK
OF INDIA, NATIONAL HOUSING BANK, INSURANCE
REGULATORY AND DEVELOPMENT AUTHORITY OF
INDIA, PENSION FUND REGULATORY AND
DEVELOPMENT AUTHORITY AND SUCH OTHER
APPROVALS, PERMISSIONS AND SANCTIONS OF
REGULATORY AND OTHER AUTHORITIES OR
TRIBUNALS, AS MAY BE NECESSARY; AND SUBJECT
TO SUCH CONDITIONS AND MODIFICATIONS AS MAY
BE PRESCRIBED OR IMPOSED BY THE NCLT OR BY
ANY REGULATORY OR OTHER AUTHORITIES, WHICH
MAY BE AGREED TO BY THE BOARD OF DIRECTORS
OF THE CORPORATION (HEREINAFTER REFERRED TO
AS THE "BOARD", WHICH TERM SHALL BE DEEMED
TO MEAN AND INCLUDE ONE OR MORE
COMMITTEE(S) CONSTITUTED/TO BE CONSTITUTED
BY THE BOARD OR ANY PERSON(S) WHICH THE
BOARD MAY NOMINATE TO EXERCISE ITS POWERS
INCLUDING THE POWERS CONFERRED BY THIS
RESOLUTION), THE ARRANGEMENT EMBODIED IN
THE COMPOSITE SCHEME OF AMALGAMATION AMONG
HDFC INVESTMENTS LIMITED AND HDFC HOLDINGS
LIMITED AND THE CORPORATION AND HDFC BANK
LIMITED AND THEIR RESPECTIVE SHAREHOLDERS
AND CREDITORS ("SCHEME") THE DRAFT OF WHICH
WAS CIRCULATED ALONG WITH THIS NOTICE, BE
AND IS HEREBY APPROVED. RESOLVED FURTHER
THAT THE BOARD BE AND IS HEREBY AUTHORIZED
TO DO ALL SUCH ACTS, DEEDS, MATTERS AND
THINGS, AS IT MAY, IN ITS ABSOLUTE
DISCRETION DEEM REQUISITE, DESIRABLE,
APPROPRIATE OR NECESSARY TO GIVE EFFECT TO
THE ABOVE RESOLUTION AND EFFECTIVELY
IMPLEMENT THE ARRANGEMENT EMBODIED IN THE
SCHEME AND TO ACCEPT SUCH MODIFICATIONS,
AMENDMENTS, LIMITATIONS AND/OR CONDITIONS,
IF ANY, WHICH MAY BE REQUIRED AND/OR
IMPOSED BY THE NCLT WHILE SANCTIONING THE
ARRANGEMENT EMBODIED IN THE SCHEME OR BY
ANY REGULATORY OR OTHER AUTHORITIES, AS MAY
BE REQUIRED FOR THE PURPOSE OF RESOLVING
ANY QUESTIONS OR DOUBTS OR DIFFICULTIES
THAT MAY ARISE OR MEANING OR INTERPRETATION
OF THE SCHEME OR IMPLEMENTATION THEREOF OR
IN ANY MATTER WHATSOEVER CONNECTED
THEREWITH, INCLUDING PASSING OF SUCH
ACCOUNTING ENTRIES AND /OR MAKING SUCH
ADJUSTMENTS IN THE BOOKS OF ACCOUNTS AS
CONSIDERED NECESSARY IN GIVING EFFECT TO
THE SCHEME, AS THE BOARD MAY DEEM FIT AND
PROPER
--------------------------------------------------------------------------------------------------------------------------
HOUSING DEVELOPMENT FINANCE CORP LTD Agenda Number: 716846413
--------------------------------------------------------------------------------------------------------------------------
Security: Y37246207
Meeting Type: OTH
Meeting Date: 28-Apr-2023
Ticker:
ISIN: INE001A01036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 TO CONSIDER, AND IF THOUGHT FIT, TO PASS Mgmt For For
THE FOLLOWING RESOLUTION AS A SPECIAL
RESOLUTION FOR INCREASING THE BORROWING
LIMITS OF THE BOARD OF DIRECTORS OF THE
CORPORATION
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL CONTAINER TERMINAL SERVICES INC Agenda Number: 716696539
--------------------------------------------------------------------------------------------------------------------------
Security: Y41157101
Meeting Type: AGM
Meeting Date: 20-Apr-2023
Ticker:
ISIN: PHY411571011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CALL TO ORDER Mgmt For For
2 DETERMINATION OF EXISTENCE OF QUORUM Mgmt For For
3 APPROVAL OF THE MINUTES OF THE ANNUAL Mgmt For For
STOCKHOLDERS MEETING HELD ON APRIL 21, 2022
4 CHAIRMANS REPORT Mgmt For For
5 APPROVAL OF THE 2022 AUDITED FINANCIAL Mgmt For For
STATEMENTS
6 APPROVAL/RATIFICATION OF ACTS, CONTRACTS, Mgmt For For
INVESTMENTS AND RESOLUTIONS OF THE BOARD OF
DIRECTORS AND MANAGEMENT SINCE THE LAST
ANNUAL STOCKHOLDERS MEETING
7 ELECTION OF DIRECTOR: ENRIQUE K. RAZON JR Mgmt For For
8 ELECTION OF DIRECTOR: CESAR A. BUENAVENTURA Mgmt Abstain Against
(INDEPENDENT DIRECTOR)
9 ELECTION OF DIRECTOR: CARLOS C. EJERCITO Mgmt For For
(INDEPENDENT DIRECTOR)
10 ELECTION OF DIRECTOR: RET. CHIEF JUSTICE Mgmt For For
DIOSDADO M. PERALTA (INDEPENDENT DIRECTOR)
11 ELECTION OF DIRECTOR: JOSE C. IBAZETA Mgmt For For
12 ELECTION OF DIRECTOR: STEPHEN A. PARADIES Mgmt For For
13 ELECTION OF DIRECTOR: ANDRES SORIANO III Mgmt For For
14 APPOINTMENT OF EXTERNAL AUDITORS: SGV AND Mgmt For For
CO
15 OTHER MATTERS Mgmt For Against
16 ADJOURNMENT Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KAORI HEAT TREATMENT CO LTD Agenda Number: 717243137
--------------------------------------------------------------------------------------------------------------------------
Security: Y4573A125
Meeting Type: AGM
Meeting Date: 13-Jun-2023
Ticker:
ISIN: TW0008996000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACKNOWLEDGMENT OF THE 2022 BUSINESS REPORT Mgmt Take No Action
AND FINANCIAL STATEMENTS. PROPOSED CASH
DIVIDEND: TWD 1.5 PER SHARE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 9 Non-Voting
CANDIDATES TO BE ELECTED AS DIRECTORS,
THERE ARE ONLY 6 VACANCIES AVAILABLE TO BE
FILLED AT THE MEETING FOR RESOLUTIONS 2.1
TO 2.9 THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 6 OF THE 9
DIRECTORS AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU
2.1 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:HAN HSIEN SON,SHAREHOLDER
NO.0000000002
2.2 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:HAN HSIEN FU,SHAREHOLDER
NO.0000000003
2.3 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:WU CHIH HSYONG,SHAREHOLDER
NO.0000034129
2.4 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:CHEN CHUN LIANG,SHAREHOLDER
NO.0000000091
2.5 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:HUANG HUNG HSING,SHAREHOLDER
NO.0000017330
2.6 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:WANG HSIN WU,SHAREHOLDER
NO.0000000594
2.7 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:A-LA-DING INVESTMENT LTD.
,SHAREHOLDER NO.0000035500,KU HUNG DAO AS
REPRESENTATIVE
2.8 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:A-LA-DING INVESTMENT LTD.
,SHAREHOLDER NO.0000035500,WU CHUN YING AS
REPRESENTATIVE
2.9 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:A-LA-DING INVESTMENT LTD.
,SHAREHOLDER NO.0000035500,YEH YUAN SEN AS
REPRESENTATIVE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 6 Non-Voting
OPTIONS TO INDICATE A PREFERENCE ON THE
RESOLUTIONS 2.10 TO 2.15, ONLY 3 CAN BE
SELECTED. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 3
OF THE 6 OPTIONS FROM RESOLUTIONS 2.10 TO
2.15, YOUR OTHER VOTES MUST BE EITHER
AGAINST OR ABSTAIN THANK YOU
2.10 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:CHEN FAN
SHIONG,SHAREHOLDER NO.A104184XXX
2.11 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:HONG HSIANG
WEN,SHAREHOLDER NO.Y120102XXX
2.12 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:WEI YUE GUE,SHAREHOLDER
NO.F202422XXX
2.13 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:TANG ZHIH
YAO,SHAREHOLDER NO.K120594XXX
2.14 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:CHENG WEN
YEN,SHAREHOLDER NO.A124605XXX
2.15 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:MAO EN GUANG,SHAREHOLDER
NO.F123080XXX
3 DISMISSING THE RESTRICTIONS IN COMPETITION Mgmt Take No Action
ON NEW DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
KASIKORNBANK PUBLIC COMPANY LIMITED Agenda Number: 716757678
--------------------------------------------------------------------------------------------------------------------------
Security: Y4591R118
Meeting Type: AGM
Meeting Date: 07-Apr-2023
Ticker:
ISIN: TH0016010017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 863426 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
CMMT IN THE SITUATION WHERE THE CHAIRMAN OF THE Non-Voting
MEETING SUDDENLY CHANGE THE AGENDA AND/OR
ADD NEW AGENDA DURING THE MEETING, WE WILL
VOTE THAT AGENDA AS ABSTAIN
1 ACKNOWLEDGE OPERATIONS REPORT Mgmt For For
2 APPROVE FINANCIAL STATEMENTS Mgmt For For
3 APPROVE ALLOCATION OF INCOME AND DIVIDEND Mgmt For For
PAYMENT
4.1 ELECT SUPHAJEE SUTHUMPUN AS DIRECTOR Mgmt For For
4.2 ELECT CHANIN DONAVANIK AS DIRECTOR Mgmt For For
4.3 ELECT SARA LAMSAM AS DIRECTOR Mgmt For For
4.4 ELECT CHONCHANUM SOONTHORNSARATOON AS Mgmt For For
DIRECTOR
4.5 ELECT KATTIYA INDARAVIJAYA AS DIRECTOR Mgmt For For
4.6 ELECT PATCHARA SAMALAPA AS DIRECTOR Mgmt For For
5 APPROVE REMUNERATION OF DIRECTORS Mgmt For For
6 APPROVE KPMG PHOOMCHAI AUDIT LIMITED AS Mgmt For For
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR
REMUNERATION
7 OTHER BUSINESS Mgmt For Against
--------------------------------------------------------------------------------------------------------------------------
KOREA AEROSPACE INDUSTRIES LTD Agenda Number: 715891758
--------------------------------------------------------------------------------------------------------------------------
Security: Y4838Q105
Meeting Type: EGM
Meeting Date: 05-Sep-2022
Ticker:
ISIN: KR7047810007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ELECTION OF DIRECTOR: GANG GU YEONG Mgmt For For
CMMT 17 AUG 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT IN
RESOLUTION 1. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
KWEICHOW MOUTAI CO LTD Agenda Number: 716418341
--------------------------------------------------------------------------------------------------------------------------
Security: Y5070V116
Meeting Type: EGM
Meeting Date: 14-Dec-2022
Ticker:
ISIN: CNE0000018R8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 AMENDMENTS TO THE ARTICLES OF ASSOCIATIONS Mgmt For For
OF THE COMPANY
2 AMENDMENTS TO THE RULES OF PROCEDURE Mgmt For For
GOVERNING THE BOARD MEETINGS
3 SPECIAL DIVIDEND PLAN FOR SHAREHOLDERS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KWEICHOW MOUTAI CO LTD Agenda Number: 717268610
--------------------------------------------------------------------------------------------------------------------------
Security: Y5070V116
Meeting Type: AGM
Meeting Date: 13-Jun-2023
Ticker:
ISIN: CNE0000018R8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 WORK REPORT OF INDEPENDENT DIRECTORS Mgmt For For
4 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
5 2022 ANNUAL ACCOUNTS Mgmt For For
6 2023 FINANCIAL BUDGET PLAN Mgmt For For
7 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY259.11000000 2) BONUS ISSUE
FROM PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
8 APPOINTMENT OF 2023 FINANCIAL AUDIT FIRM Mgmt For For
AND INTERNAL CONTROL AUDIT FIRM
9 A TRADEMARK LICENSE AGREEMENT TO BE SIGNED Mgmt For For
WITH RELATED PARTIES
10 PARTICIPATION IN SETTING UP AN INDUSTRY Mgmt For For
FUND
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 11.1 THROUGH 11.3 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
11.1 ELECTION OF DIRECTOR: DING XIONGJUN Mgmt For For
11.2 ELECTION OF DIRECTOR: LI JINGREN Mgmt For For
11.3 ELECTION OF DIRECTOR: LIU SHIZHONG Mgmt For For
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 12.1 THROUGH 12.3 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
12.1 ELECTION OF INDEPENDENT DIRECTOR: JIANG Mgmt For For
GUOHUA
12.2 ELECTION OF INDEPENDENT DIRECTOR: GUO Mgmt For For
TIANYONG
12.3 ELECTION OF INDEPENDENT DIRECTOR: SHENG Mgmt For For
LEIMING
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 13.1 THROUGH 13.2 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
13.1 ELECTION OF SUPERVISOR: YOU YALIN Mgmt For For
13.2 ELECTION OF SUPERVISOR: LI QIANGQING Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LARSEN & TOUBRO LTD Agenda Number: 716524966
--------------------------------------------------------------------------------------------------------------------------
Security: Y5217N159
Meeting Type: OTH
Meeting Date: 14-Feb-2023
Ticker:
ISIN: INE018A01030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL FOR SALE OF CARVED-OUT BUSINESS OF Mgmt For For
SMART WORLD & COMMUNICATION BUSINESS TO L&T
TECHNOLOGY SERVICES LIMITED, ENTERING INTO
LTTS PT&D SUB-CONTRACTS AND OTHER RELATED
PARTY TRANSACTIONS
--------------------------------------------------------------------------------------------------------------------------
LARSEN & TOUBRO LTD Agenda Number: 717277823
--------------------------------------------------------------------------------------------------------------------------
Security: Y5217N159
Meeting Type: OTH
Meeting Date: 21-Jun-2023
Ticker:
ISIN: INE018A01030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF MR. JYOTI SAGAR (DIN: Mgmt For For
00060455) AS AN INDEPENDENT DIRECTOR
2 APPOINTMENT OF MR. RAJNISH KUMAR (DIN: Mgmt For For
05328267) AS AN INDEPENDENT DIRECTOR
3 APPROVAL FOR ENTERING INTO MATERIAL RELATED Mgmt For For
PARTY TRANSACTION(S) WITH LARSEN TOUBRO
ARABIA LLC
--------------------------------------------------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON SE Agenda Number: 716830698
--------------------------------------------------------------------------------------------------------------------------
Security: F58485115
Meeting Type: MIX
Meeting Date: 20-Apr-2023
Ticker:
ISIN: FR0000121014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0313/202303132300500
.pdf
1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
3 ALLOCATION OF INCOME - SETTING OF THE Mgmt For For
DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS REFERRED Mgmt For For
TO IN ARTICLE L. 225-38 OF THE FRENCH
COMMERCIAL CODE
5 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
DELPHINE ARNAULT AS DIRECTOR
6 RENEWAL OF THE TERM OF OFFICE FOR MR. Mgmt For For
ANTONIO BELLONI AS DIRECTOR
7 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-JOSEE KRAVIS AS DIRECTOR
8 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-LAURE SAUTY DE CHALON AS DIRECTOR
9 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
NATACHA VALLA AS DIRECTOR
10 APPOINTMENT OF MR. LAURENT MIGNON AS Mgmt For For
DIRECTOR
11 RENEWAL OF THE TERM OF OFFICE FOR LORD Mgmt For For
POWELL OF BAYSWATER AS CENSOR
12 APPOINTMENT OF MR. DIEGO DELLA VALLE AS Mgmt For For
CENSOR
13 APPROVAL OF THE INFORMATION RELATING TO THE Mgmt For For
COMPENSATION OF CORPORATE OFFICERS, AS
REFERRED TO IN SECTION I OF ARTICLE
L.22-10-9 OF THE FRENCH COMMERCIAL CODE
14 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING THE FINANCIAL YEAR 2022 OR ALLOCATED
FOR THE SAME FINANCIAL YEAR TO MR. BERNARD
ARNAULT, CHAIRMAN AND CHIEF EXECUTIVE
OFFICER
15 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING FINANCIAL YEAR 2022 OR ALLOCATED FOR
THE SAME FINANCIAL YEAR TO MR. ANTONIO
BELLONI, DEPUTY CHIEF EXECUTIVE OFFICER
16 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
DIRECTORS
17 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
18 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DEPUTY CHIEF EXECUTIVE OFFICER
19 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
TRADE IN THE COMPANY'S SHARES AT A MAXIMUM
PURCHASE PRICE OF 1,200 EUROS PER SHARE,
FOR A MAXIMUM CUMULATIVE AMOUNT OF 60.4
BILLION EUROS
20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
REDUCE THE SHARE CAPITAL BY CANCELLING
SHARES HELD BY THE COMPANY FOLLOWING THE
REPURCHASE OF ITS OWN SHARES
21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE CAPITAL
BY INCORPORATION OF PROFITS, RESERVES,
PREMIUMS OR OTHERS
22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED WITH RETENTION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE BY PUBLIC
OFFERING (OTHER THAN THOSE REFERRED TO IN
SECTION 1 OF ARTICLE L. 411-2 OF THE FRENCH
MONETARY AND FINANCIAL CODE), COMMON
SHARES, AND/OR EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES, AND/OR TRANSFERABLE
SECURITIES GRANTING ACCESS TO EQUITY
SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT WITH
THE OPTION OF A PRIORITY RIGHT
24 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE
BENEFIT OF QUALIFIED INVESTORS OR A LIMITED
CIRCLE OF INVESTORS
25 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE NUMBER
OF SECURITIES TO BE ISSUED IN THE EVENT OF
A CAPITAL INCREASE WITH RETENTION OR
CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT IN THE
CONTEXT OF OVER-ALLOTMENT OPTIONS IN CASE
OF OVERSUBSCRIPTION OF THE NUMBER OF
SECURITIES OFFERED
26 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OR TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
SECURITIES BROUGHT INTO ANY PUBLIC EXCHANGE
OFFER INITIATED BY THE COMPANY
27 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO ISSUE, WITHIN THE LIMIT OF 10%
OF THE SHARE CAPITAL, COMMON SHARES OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OF THE COMPANY OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
CONTRIBUTIONS IN KIND OF EQUITY SECURITIES
OR TRANSFERABLE SECURITIES GRANTING ACCESS
TO THE CAPITAL, GRANTED TO THE COMPANY
28 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO GRANT SHARE SUBSCRIPTION OPTIONS
WITH CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT, OR SHARE
PURCHASE OPTIONS TO EMPLOYEES AND/OR
EXECUTIVE CORPORATE OFFICERS OF THE COMPANY
AND RELATED ENTITIES, WITHIN THE LIMIT OF
1% OF THE CAPITAL
29 DELEGATION OF AUTHORITY TO GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO
THE COMPANY'S CAPITAL, WITH CANCELLATION OF
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION
RIGHT, FOR THE BENEFIT OF MEMBERS OF THE
GROUP'S COMPANY SAVINGS PLAN(S), WITHIN THE
LIMIT OF 1% OF THE SHARE CAPITAL
30 SETTING OF THE OVERALL CEILING FOR Mgmt For For
IMMEDIATE OR FUTURE CAPITAL INCREASES
DECIDED IN ACCORDANCE WITH DELEGATIONS OF
AUTHORITY
--------------------------------------------------------------------------------------------------------------------------
MAHINDRA & MAHINDRA LTD Agenda Number: 715860638
--------------------------------------------------------------------------------------------------------------------------
Security: Y54164150
Meeting Type: AGM
Meeting Date: 05-Aug-2022
Ticker:
ISIN: INE101A01026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CONSIDERATION AND ADOPTION OF THE AUDITED Mgmt For For
STANDALONE FINANCIAL STATEMENTS OF THE
COMPANY FOR THE FINANCIAL YEAR ENDED 31ST
MARCH, 2022 AND THE REPORTS OF THE BOARD OF
DIRECTORS AND AUDITORS THEREON
2 CONSIDERATION AND ADOPTION OF THE AUDITED Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS OF THE
COMPANY FOR THE FINANCIAL YEAR ENDED 31ST
MARCH, 2022 AND THE REPORT OF THE AUDITORS
THEREON
3 RESOLVED THAT A DIVIDEND OF INR 11.55 Mgmt For For
(231%) PER ORDINARY (EQUITY) SHARE OF THE
FACE VALUE OF INR 5 EACH FOR THE YEAR ENDED
31ST MARCH, 2022 ON 124,31,92,544 ORDINARY
(EQUITY) SHARES OF THE COMPANY AGGREGATING
INR 1,435.89 CRORES AS RECOMMENDED BY THE
BOARD OF DIRECTORS BE DECLARED AND THAT THE
SAID DIVIDEND BE DISTRIBUTED OUT OF THE
PROFITS FOR THE YEAR ENDED ON 31ST MARCH,
2022
4 RESOLVED THAT DR. ANISH SHAH (DIN: Mgmt For For
02719429), WHO RETIRES BY ROTATION AND
BEING ELIGIBLE FOR RE-APPOINTMENT, BE
RE-APPOINTED AS A DIRECTOR OF THE COMPANY
5 RESOLVED THAT MR. RAJESH JEJURIKAR (DIN: Mgmt For For
00046823), WHO RETIRES BY ROTATION AND
BEING ELIGIBLE FOR RE-APPOINTMENT, BE
RE-APPOINTED AS A DIRECTOR OF THE COMPANY
6 RE-APPOINTMENT OF MESSRS B S R & CO. LLP, Mgmt For For
CHARTERED ACCOUNTANTS AS STATUTORY AUDITORS
OF THE COMPANY
7 RATIFICATION OF REMUNERATION TO COST Mgmt For For
AUDITORS
8 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
REGULATION 17(6)(CA) OF THE SECURITIES AND
EXCHANGE BOARD OF INDIA (LISTING
OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS, 2015 [INCLUDING ANY STATUTORY
MODIFICATION(S) OR AMENDMENT(S) THERETO OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE], APPROVAL OF THE COMPANY BE
ACCORDED FOR PAYMENT OF REMUNERATION TO MR.
ANAND G. MAHINDRA (DIN: 00004695) AS THE
NON-EXECUTIVE CHAIRMAN OF THE COMPANY, FOR
THE FINANCIAL YEAR 2022- 23, AS APPROVED BY
THE MEMBERS AT THE SEVENTY-FIFTH ANNUAL
GENERAL MEETING HELD ON 6TH AUGUST, 2021,
BEING AN AMOUNT EXCEEDING FIFTY PERCENT OF
THE TOTAL ANNUAL REMUNERATION PAYABLE TO
ALL THE NON-EXECUTIVE DIRECTORS OF THE
COMPANY FOR THE FINANCIAL YEAR 2022-23.
FURTHER RESOLVED THAT APPROVAL OF THE
COMPANY BE ACCORDED TO THE BOARD OF
DIRECTORS OF THE COMPANY (INCLUDING ANY
COMMITTEE THEREOF) TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AND TO TAKE ALL
SUCH STEPS AS MAY BE REQUIRED IN THIS
CONNECTION INCLUDING SEEKING ALL NECESSARY
APPROVALS TO GIVE EFFECT TO THIS RESOLUTION
AND TO SETTLE ANY QUESTIONS, DIFFICULTIES
OR DOUBTS THAT MAY ARISE IN THIS REGARD
9 TO APPROVE MATERIAL RELATED PARTY Mgmt For For
TRANSACTIONS BETWEEN THE COMPANY AND ITS
SUBSIDIARIES/ ASSOCIATES
10 TO APPROVE MATERIAL RELATED PARTY Mgmt For For
TRANSACTIONS PERTAINING TO A SUBSIDIARY OF
THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
MAHINDRA & MAHINDRA LTD Agenda Number: 715936437
--------------------------------------------------------------------------------------------------------------------------
Security: Y54164150
Meeting Type: CRT
Meeting Date: 19-Aug-2022
Ticker:
ISIN: INE101A01026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTIONS 230 TO 232 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013, THE
RULES, CIRCULARS AND NOTIFICATIONS ISSUED
THEREUNDER, AND THE SECURITIES AND EXCHANGE
BOARD OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015,
READ WITH THE CIRCULARS AND NOTIFICATIONS
ISSUED THEREUNDER, [INCLUDING ANY STATUTORY
MODIFICATION(S) OR AMENDMENT(S) THERETO OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE] AND CLAUSE 3 OF THE MEMORANDUM OF
ASSOCIATION OF THE COMPANY AND SUBJECT TO
THE APPROVAL OF THE HON'BLE NATIONAL
COMPANY LAW TRIBUNAL, MUMBAI BENCH ("NCLT"
OR "TRIBUNAL") AND APPROVALS OF SUCH OTHER
STATUTORY/GOVERNMENT AUTHORITY(IES), AS MAY
BE NECESSARY OR AS MAY BE DIRECTED BY THE
NCLT OR SUCH OTHER COMPETENT
AUTHORITY(IES), AS THE CASE MAY BE,
APPROVAL OF THE COMPANY BE ACCORDED TO THE
MERGER OF MAHINDRA ELECTRIC MOBILITY
LIMITED ("MEML" OR "TRANSFEROR COMPANY"), A
SUBSIDIARY OF THE COMPANY, HAVING ITS
REGISTERED OFFICE SITUATED AT MAHINDRA
TOWERS, DR. G.M. BHOSALE MARG, P.K. KURNE
CHOWK, WORLI, MUMBAI - 400 018, WITH THE
COMPANY WITH APPOINTED DATE AS 1ST APRIL,
2021 ("THE APPOINTED DATE"), AS PER THE
SCHEME OF MERGER BY ABSORPTION OF MEML WITH
THE COMPANY AND THEIR RESPECTIVE
SHAREHOLDERS ("SCHEME") CIRCULATED WITH THE
NOTICE OF THE MEETING OF THE EQUITY
SHAREHOLDERS OF THE COMPANY. FURTHER
RESOLVED THAT APPROVAL OF THE COMPANY BE
ACCORDED TO THE BOARD OF DIRECTORS OF THE
COMPANY (INCLUDING ANY COMMITTEE THEREOF)
TO DO ALL SUCH ACTS, DEEDS, MATTERS AND
THINGS, INCLUDING MAKING ANY MODIFICATIONS
TO THE SCHEME OR CHOOSING TO WITHDRAW THE
SCHEME AT ANY STAGE, AS MAY BE CONSIDERED
REQUISITE, DESIRABLE, APPROPRIATE OR
NECESSARY IN RELATION TO THE SCHEME, AND TO
ACCEPT SUCH MODIFICATION(S), AMENDMENT(S),
LIMITATION(S) AND/OR CONDITION(S), IF ANY,
WHICH MAY BE REQUIRED AND/OR IMPOSED BY THE
NCLT AND/OR ANY OTHER AUTHORITY(IES) OR AS
MAY BE REQUIRED FOR THE PURPOSE OF
RESOLVING ANY QUESTIONS OR DOUBTS OR
DIFFICULTIES THAT MAY ARISE FOR GIVING
EFFECT TO THE SCHEME INCLUDING PASSING OF
SUCH ACCOUNTING ENTRIES AND /OR MAKING SUCH
ADJUSTMENTS IN THE BOOKS OF ACCOUNTS AS
CONSIDERED NECESSARY, AS THE BOARD MAY DEEM
FIT AND PROPER
--------------------------------------------------------------------------------------------------------------------------
MEDIATEK INCORPORATION Agenda Number: 717172100
--------------------------------------------------------------------------------------------------------------------------
Security: Y5945U103
Meeting Type: AGM
Meeting Date: 31-May-2023
Ticker:
ISIN: TW0002454006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF THE 2022 BUSINESS REPORT AND Mgmt For For
FINANCIAL STATEMENTS.
2 ADOPTION OF THE PROPOSAL OF DISTRIBUTION OF Mgmt For For
2022 PROFITS.PROPOSED CASH DIVIDEND: TWD 62
PER SHARE AND THE PROPOSED CASH
DISTRIBUTION FROM CAPITAL ACCOUNT : TWD 14
PER SHARE.
3 AMENDMENT TO THE COMPANY'S ARTICLES OF Mgmt For For
INCORPORATION.
4.1 THE ELECTION OF THE INDEPENDENT Mgmt For For
DIRECTOR.:SYARU SHIRLEY LIN,SHAREHOLDER
NO.A222291XXX
5 RELEASE OF THE NON-COMPETE RESTRICTION ON Mgmt For For
THE COMPANY'S DIRECTORS OF THE 9TH BOARD OF
DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
MERCADOLIBRE, INC. Agenda Number: 935843765
--------------------------------------------------------------------------------------------------------------------------
Security: 58733R102
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: MELI
ISIN: US58733R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Susan Segal Mgmt For For
Mario Eduardo Vazquez Mgmt For For
Alejandro N. Aguzin Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers for fiscal year 2022.
3. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. To ratify the appointment of Pistrelli, Mgmt For For
Henry Martin y Asociados S.R.L., a member
firm of Ernst & Young Global Limited, as
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MOTOR OIL (HELLAS) CORINTH REFINERIES SA Agenda Number: 715970631
--------------------------------------------------------------------------------------------------------------------------
Security: X55904100
Meeting Type: EGM
Meeting Date: 08-Sep-2022
Ticker:
ISIN: GRS426003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. APPROVAL OF (A) A TRANSACTION BETWEEN Mgmt For For
"MOTOR OIL RENEWABLE ENERGY" SINGLE MEMBER
S.A." AND THE COMPANY "ELLAKTOR SOCIETE
ANONYME" AND (B) SIGNING THE RELEVANT DRAFT
AGREEMENT PURCHASE AND SALE AND THE DRAFT
SHAREHOLDERS' AGREEMENT BETWEEN "MOTOR OIL
RENEWABLE" ENERGY SINGLE MEMBER S.A." AND
"ELLAKTOR SOCIETE ANONYME"
CMMT 15 AUG 2022: PLEASE NOTE IN THE EVENT THE Non-Voting
MEETING DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 22 SEP 2022 AT 10:00.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU
CMMT 24 AUG 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS AND
CHANGE IN NUMBERING OF RESOLUTION 1. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 16 AUG 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
MOTOR OIL (HELLAS) CORINTH REFINERIES SA Agenda Number: 716717763
--------------------------------------------------------------------------------------------------------------------------
Security: X55904100
Meeting Type: EGM
Meeting Date: 22-Mar-2023
Ticker:
ISIN: GRS426003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. GRANTING OF TREASURY SHARES HELD BY THE Mgmt For For
COMPANY TO THE EXECUTIVE BOARD MEMBERS OF
THE COMPANY AND TOP EXECUTIVE OFFICERS OF
THE COMPANY ACCORDING TO THE PROVISIONS OF
ARTICLE 114 OF THE LAW 4548/2018
2. ESTABLISHMENT OF A LONG-TERM PLAN GRANTING Mgmt For For
COMPANY TREASURY SHARES TO THE EXECUTIVE
BOARD MEMBERS OF THE COMPANY, TO MEMBERS
BELONGING TO THE TOP AND HIGHER MANAGERIAL
LEVEL OF THE COMPANY OR/AND OF THE
AFFILIATED WITH THE COMPANY CORPORATIONS
3. ESTABLISHMENT OF A LONG-TERM PLAN GRANTING Mgmt For For
COMPANY TREASURY SHARES TO THE EXECUTIVE
BOARD MEMBERS OF THE COMPANY AND TO COMPANY
EMPLOYEES AS WELL AS EMPLOYEES OF THE
AFFILIATED WITH THE COMPANY CORPORATIONS
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 10 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NAURA TECHNOLOGY GROUP CO LTD Agenda Number: 717207131
--------------------------------------------------------------------------------------------------------------------------
Security: Y0772M100
Meeting Type: AGM
Meeting Date: 19-May-2023
Ticker:
ISIN: CNE100000ML7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
4 2022 ANNUAL ACCOUNTS Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN IS AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX INCLUDED):
CNY4.45000000 2) BONUS ISSUE FROM PROFIT
(SHARE/10 SHARES): NONE 3) BONUS ISSUE FROM
CAPITAL RESERVE (SHARE/10 SHARES): NONE
6 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
7 2023 APPLICATION FOR COMPREHENSIVE CREDIT Mgmt For For
LINE
8 PROVISION OF GUARANTEE FOR SUBSIDIARIES Mgmt For For
9 REAPPOINTMENT OF 2023 AUDIT FIRM Mgmt For For
10 CHANGE OF DIRECTORS Mgmt For For
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 916188 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED IF VOTE
DEADLINE EXTENSIONS ARE GRANTED. THEREFORE
PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE
EXTENSIONS ARE NOT GRANTED IN THE MARKET,
THIS MEETING WILL BE CLOSED AND YOUR VOTE
INTENTIONS ON THE ORIGINAL MEETING WILL BE
APPLICABLE. PLEASE ENSURE VOTING IS
SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL
MEETING, AND AS SOON AS POSSIBLE ON THIS
NEW AMENDED MEETING. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NINGBO ORIENT WIRES & CABLES CO LTD Agenda Number: 715966670
--------------------------------------------------------------------------------------------------------------------------
Security: Y6365U102
Meeting Type: EGM
Meeting Date: 23-Aug-2022
Ticker:
ISIN: CNE100001T23
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 1.1 THROUGH 1.6 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
1.1 ELECTION OF NON-INDEPENDENT DIRECTOR: XIA Mgmt For For
CHONGYAO
1.2 ELECTION OF NON-INDEPENDENT DIRECTOR: XIA Mgmt For For
FENG
1.3 ELECTION OF NON-INDEPENDENT DIRECTOR: LE Mgmt For For
JUNJIE
1.4 ELECTION OF NON-INDEPENDENT DIRECTOR: KE Mgmt For For
JUN
1.5 ELECTION OF NON-INDEPENDENT DIRECTOR: XIA Mgmt For For
SHANZHONG
1.6 ELECTION OF NON-INDEPENDENT DIRECTOR: PAN Mgmt For For
CHUZHI
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 2.1 THROUGH 2.3 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
2.1 ELECTION OF INDEPENDENT DIRECTOR: YAN Mgmt For For
MENGKUN
2.2 ELECTION OF INDEPENDENT DIRECTOR: LIU Mgmt For For
YANSEN
2.3 ELECTION OF INDEPENDENT DIRECTOR: ZHOU Mgmt For For
JINGYAO
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 3.1 THROUGH 3.2 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
3.1 ELECTION OF NON-EMPLOYEE SUPERVISOR: HU Mgmt For For
BOHUI
3.2 ELECTION OF NON-EMPLOYEE SUPERVISOR: CHEN Mgmt For For
HONG
--------------------------------------------------------------------------------------------------------------------------
PAGE INDUSTRIES LTD Agenda Number: 715901535
--------------------------------------------------------------------------------------------------------------------------
Security: Y6592S102
Meeting Type: AGM
Meeting Date: 11-Aug-2022
Ticker:
ISIN: INE761H01022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENT FOR THE FINANCIAL YEAR
ENDED 31 MARCH 2022, THE REPORTS OF THE
BOARD OF DIRECTORS AND THE AUDITORS THEREON
2 TO APPOINT A DIRECTOR IN THE PLACE OF MR. Mgmt For For
SHAMIR GENOMAL [DIN: 00871383] WHO RETIRES
BY ROTATION AND BEING ELIGIBLE, OFFERS
HIMSELF FOR RE-APPOINTMENT
3 TO APPOINT A DIRECTOR IN THE PLACE OF MR. Mgmt For For
RAMESH GENOMAL [DIN: 00931277] WHO RETIRES
BY ROTATION AND BEING ELIGIBLE, OFFERS
HIMSELF FOR RE-APPOINTMENT
4 APPOINTMENT OF MR. ARIF VAZIRALLY [DIN: Mgmt For For
00256108] AS AN INDEPENDENT DIRECTOR
5 RE-APPOINTMENT OF MR. VARUN BERRY [DIN: Mgmt For For
05208062] AS AN INDEPENDENT DIRECTOR
6 REMUNERATION UNDER SECTION 197(1) OF THE Mgmt For For
COMPANIES ACT, 2013
--------------------------------------------------------------------------------------------------------------------------
PAGE INDUSTRIES LTD Agenda Number: 716398448
--------------------------------------------------------------------------------------------------------------------------
Security: Y6592S102
Meeting Type: OTH
Meeting Date: 30-Dec-2022
Ticker:
ISIN: INE761H01022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU.
1 APPOINTMENT OF MR. JIGNESH JASWANT BHATE Mgmt For For
(DIN: 01195939) AS AN INDEPENDENT DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
PING AN INSURANCE (GROUP) COMPANY OF CHINA LTD Agenda Number: 717085775
--------------------------------------------------------------------------------------------------------------------------
Security: Y69790106
Meeting Type: AGM
Meeting Date: 12-May-2023
Ticker:
ISIN: CNE1000003X6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0419/2023041901069.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0419/2023041901075.pdf
1 TO CONSIDER AND APPROVE THE REPORT OF THE Mgmt For For
BOARD OF DIRECTORS (THE "DIRECTOR(S)") OF
THE COMPANY (THE "BOARD") FOR THE YEAR 2022
2 TO CONSIDER AND APPROVE THE REPORT OF THE Mgmt For For
SUPERVISORY COMMITTEE OF THE COMPANY FOR
THE YEAR 2022
3 TO CONSIDER AND APPROVE THE ANNUAL REPORT Mgmt For For
OF THE COMPANY FOR THE YEAR 2022 AND ITS
SUMMARY
4 TO CONSIDER AND APPROVE THE REPORT OF FINAL Mgmt For For
ACCOUNTS OF THE COMPANY FOR THE YEAR 2022,
INCLUDING THE AUDIT REPORT AND AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
YEAR 2022
5 TO CONSIDER AND APPROVE THE PROFIT Mgmt For For
DISTRIBUTION PLAN OF THE COMPANY FOR THE
YEAR 2022 AND THE PROPOSED DECLARATION AND
DISTRIBUTION OF FINAL DIVIDENDS
6 TO CONSIDER AND APPROVE THE RESOLUTION Mgmt For For
REGARDING THE RE-APPOINTMENT OF AUDITORS OF
THE COMPANY FOR THE YEAR 2023
7 TO CONSIDER AND APPROVE THE RESOLUTION Mgmt For For
REGARDING THE ELECTION OF INDEPENDENT
NON-EXECUTIVE DIRECTOR OF THE 12TH SESSION
OF THE BOARD
8 TO CONSIDER AND APPROVE THE RESOLUTION Mgmt For For
REGARDING THE ISSUANCE OF DEBT FINANCING
INSTRUMENTS
9 TO CONSIDER AND APPROVE THE RESOLUTION Mgmt For For
REGARDING THE PROPOSED GRANT OF GENERAL
MANDATE BY THE GENERAL MEETING TO THE BOARD
TO ISSUE H SHARES, THAT IS, THE GRANT OF A
GENERAL MANDATE TO THE BOARD TO ALLOT,
ISSUE AND DEAL WITH ADDITIONAL H SHARES NOT
EXCEEDING 10% OF H SHARES OF THE COMPANY IN
ISSUE, AT A RELEVANT PRICE REPRESENTS A
DISCOUNT (IF ANY) OF NO MORE THAN 10% TO
THE BENCHMARK PRICE
--------------------------------------------------------------------------------------------------------------------------
PRADA SPA Agenda Number: 716935525
--------------------------------------------------------------------------------------------------------------------------
Security: T7733C101
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: IT0003874101
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0331/2023033101973.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0331/2023033101993.pdf
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 870048 DUE TO RECEIPT OF UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED IF VOTE
DEADLINE EXTENSIONS ARE GRANTED. THEREFORE
PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE
EXTENSIONS ARE NOT GRANTED IN THE MARKET,
THIS MEETING WILL BE CLOSED AND YOUR VOTE
INTENTIONS ON THE ORIGINAL MEETING WILL BE
APPLICABLE. PLEASE ENSURE VOTING IS
SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL
MEETING, AND AS SOON AS POSSIBLE ON THIS
NEW AMENDED MEETING. THANK YOU.
E.1 TO APPROVE AMENDMENTS TO THE BY-LAWS TO Mgmt For For
CONFORM, TO THE EXTENT NEEDED, TO THE CORE
SHAREHOLDER PROTECTION STANDARDS SET OUT IN
APPENDIX 3 TO THE LISTING RULES AND TO
INCORPORATE PROVISIONS TO ALLOW AND
FACILITATE HYBRID AND ELECTRONIC MEETINGS,
AND OTHER PROVISIONS AIMED AT COMPLYING
WITH APPLICABLE LAWS AND REGULATIONS
O.1 TO APPROVE THE AUDITED SEPARATE FINANCIAL Mgmt For For
STATEMENTS OF THE COMPANY, WHICH SHOW A NET
INCOME OF EURO 571,683,175, AND THE AUDITED
CONSOLIDATED FINANCIAL STATEMENTS OF THE
GROUP FOR THE YEAR ENDED DECEMBER 31, 2022,
TOGETHER WITH THE REPORTS OF THE BOARD OF
DIRECTORS, THE BOARD OF STATUTORY AUDITORS
AND THE INDEPENDENT AUDITOR
O.2 TO APPROVE THE ALLOCATION OF THE NET INCOME Mgmt For For
OF THE COMPANY FOR THE YEAR ENDED DECEMBER
31, 2022, AS FOLLOWS: (I) EURO 281,470,640
TO SHAREHOLDERS AS FINAL DIVIDEND, OF EURO
0.11 PER SHARE, AND (II) EURO 290,212,535
TO RETAINED EARNINGS OF THE COMPANY
O.3 TO APPOINT MR. PATRIZIO BERTELLI AS THE Mgmt For For
CHAIRMAN OF THE BOARD
O.4.A TO CONFIRM THE APPOINTMENT OF MR. ANDREA Mgmt For For
BONINI AS AN EXECUTIVE DIRECTOR OF THE
COMPANY FOR A TERM EXPIRING ON THE DATE OF
THE SHAREHOLDERS GENERAL MEETING CALLED TO
APPROVE THE FINANCIAL STATEMENTS FOR THE
YEAR ENDING DECEMBER 31, 2023
O.4.B TO CONFIRM THE APPOINTMENT OF MR. ANDREA Mgmt For For
GUERRA AS AN EXECUTIVE DIRECTOR OF THE
COMPANY FOR A TERM EXPIRING ON THE DATE OF
THE SHAREHOLDERS GENERAL MEETING CALLED TO
APPROVE THE FINANCIAL STATEMENTS FOR THE
YEAR ENDING DECEMBER 31, 2023
O.5 TO APPROVE, PURSUANT TO RULE 13.68 OF THE Mgmt For For
LISTING RULES, CERTAIN TERMS AND CONDITIONS
OF THE EMPLOYMENT AGREEMENT ENTERED INTO BY
AND BETWEEN THE COMPANY AND THE CHIEF
EXECUTIVE OFFICER
O.6 TO APPROVE THE INCREASE OF THE AGGREGATE Mgmt For For
BASIC REMUNERATION OF THE BOARD OF
DIRECTORS FROM EURO 550,000 TO EURO 800,000
FROM THE CONCLUSION OF THIS MEETING UNTIL
THE NEXT ANNUAL GENERAL MEETING
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
PROSUS N.V. Agenda Number: 715831954
--------------------------------------------------------------------------------------------------------------------------
Security: N7163R103
Meeting Type: AGM
Meeting Date: 24-Aug-2022
Ticker:
ISIN: NL0013654783
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. RECEIVE REPORT OF MANAGEMENT BOARD Non-Voting
2. APPROVE REMUNERATION REPORT Mgmt For For
3. ADOPT FINANCIAL STATEMENTS Mgmt For For
4. APPROVE ALLOCATION OF INCOME Mgmt For For
5. APPROVE DISCHARGE OF EXECUTIVE DIRECTORS Mgmt For For
6. APPROVE DISCHARGE OF NON-EXECUTIVE Mgmt For For
DIRECTORS
7. APPROVE REMUNERATION POLICY FOR EXECUTIVE Mgmt For For
AND NON-EXECUTIVE DIRECTORS
8. ELECT SHARMISTHA DUBEY AS NON-EXECUTIVE Mgmt For For
DIRECTOR
9.1. REELECT JP BEKKER AS NON-EXECUTIVE DIRECTOR Mgmt For For
9.2. REELECT D MEYER AS NON-EXECUTIVE DIRECTOR Mgmt For For
9.3. REELECT SJZ PACAK AS NON-EXECUTIVE DIRECTOR Mgmt For For
9.4. REELECT JDT STOFBERG AS NON-EXECUTIVE Mgmt For For
DIRECTOR
10. RATIFY DELOITTE ACCOUNTANTS B.V. AS Mgmt For For
AUDITORS
11. GRANT BOARD AUTHORITY TO ISSUE SHARES UP TO Mgmt For For
10 PERCENT OF ISSUED CAPITAL AND
RESTRICT/EXCLUDE PREEMPTIVE RIGHTS
12. AUTHORIZE REPURCHASE OF SHARES Mgmt For For
13. APPROVE REDUCTION IN SHARE CAPITAL THROUGH Mgmt For For
CANCELLATION OF SHARES
14. DISCUSS VOTING RESULTS Non-Voting
15. CLOSE MEETING Non-Voting
CMMT 12 JUL 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTION 1 AND CHANGE IN NUMBERING OF
RESOLUTIONS AND ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 12 JUL 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
PROYA COSMETICS CO., LTD. Agenda Number: 715878750
--------------------------------------------------------------------------------------------------------------------------
Security: Y7S88X100
Meeting Type: EGM
Meeting Date: 25-Jul-2022
Ticker:
ISIN: CNE100002TP9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 RESTRICTED STOCK INCENTIVE PLAN Mgmt For For
(DRAFT) AND ITS SUMMARY
2 FORMULATION OF THE APPRAISAL MANAGEMENT Mgmt For For
MEASURES FOR THE 2022 RESTRICTED STOCK
INCENTIVE PLAN
3 AUTHORIZATION TO THE BOARD TO HANDLE Mgmt For For
MATTERS REGARDING 2022 RESTRICTED STOCK
INCENTIVE PLAN
4 CHANGE OF THE COMPANY'S REGISTERED CAPITAL Mgmt For For
AND AMENDMENTS TO THE COMPANY'S ARTICLES OF
ASSOCIATION AND HANDLING OF THE INDUSTRIAL
AND COMMERCIAL REGISTRATION AMENDMENT
--------------------------------------------------------------------------------------------------------------------------
PROYA COSMETICS CO., LTD. Agenda Number: 717102026
--------------------------------------------------------------------------------------------------------------------------
Security: Y7S88X100
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: CNE100002TP9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
4 2022 ANNUAL ACCOUNTS Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY8.70000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):4.000000
6 2022 REAPPOINTMENT OF AUDIT FIRM AND Mgmt For For
PAYMENT OF ITS AUDIT FEES IN 2022
7 2022 CONFIRMATION OF REMUNERATION FOR Mgmt For For
DIRECTORS
8 2022 CONFIRMATION OF REMUNERATION FOR Mgmt For For
SUPERVISORS
9 2023 ESTIMATED GUARANTEE QUOTA OF THE Mgmt For For
COMPANY AND ITS WHOLLY-OWNED SUBSIDIARIES
10 CHANGE OF THE COMPANY'S BUSINESS SCOPE AND Mgmt For For
AMENDMENTS TO THE COMPANY'S ARTICLES OF
ASSOCIATION AND HANDLING OF THE INDUSTRIAL
AND COMMERCIAL REGISTRATION AMENDMENT
--------------------------------------------------------------------------------------------------------------------------
PT BANK CENTRAL ASIA TBK Agenda Number: 716686918
--------------------------------------------------------------------------------------------------------------------------
Security: Y7123P138
Meeting Type: AGM
Meeting Date: 16-Mar-2023
Ticker:
ISIN: ID1000109507
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE ANNUAL REPORT INCLUDING THE Mgmt For For
COMPANY'S FINANCIAL STATEMENTS AND THE
BOARD OF COMMISSIONERS REPORT ON ITS
SUPERVISORY DUTIES FOR THE FINANCIAL YEAR
ENDED 31 DECEMBER 2022 AND GRANT OF RELEASE
AND DISCHARGE OF LIABILITY (ACQUIT ET
DECHARGE) TO ALL MEMBERS OF THE BOARD OF
DIRECTORS FOR THEIR MANAGEMENT ACTIONS AND
TO ALL MEMBERS OF THE BOARD OF
COMMISSIONERS OF THE COMPANY FOR THEIR
SUPERVISORY ACTIONS DURING THE FINANCIAL
YEAR ENDED 31 DECEMBER 2022
2 APPROPRIATION OF THE COMPANY'S NET PROFIT Mgmt For For
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2022
3 DETERMINATION OF THE AMOUNT SALARY OR Mgmt For For
HONORARIUM AND BENEFITS FOR THE FINANCIAL
YEAR 2023 AS WELL AS BONUS PAYMENT
(TANTIEM) FOR THE FINANCIAL YEAR 2022
PAYABLE TO THE MEMBERS OF THE BOARD OF
DIRECTORS AND THE BOARD OF COMMISSIONERS OF
THE COMPANY
4 APPOINTMENT OF THE REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM (INCLUDING THE REGISTERED
PUBLIC ACCOUNTANT PRACTICING THROUGH SUCH
REGISTERED PUBLIC ACCOUNTING FIRM) TO AUDIT
THE COMPANY'S BOOKS AND ACCOUNTS FOR THE
FINANCIAL YEAR ENDED 31 DECEMBER 2023
5 GRANT OF POWERS AND AUTHORITY TO THE BOARD Mgmt For For
OF DIRECTORS TO PAY OUT INTERIM DIVIDENDS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2023
6 APPROVAL OF THE REVISED RECOVERY PLAN OF Mgmt For For
THE COMPANY
7 APPROVAL OF THE RESOLUTION PLAN OF THE Mgmt For For
COMPANY SOURCE, THE JAKARTA POS T 16 FEB
2023
--------------------------------------------------------------------------------------------------------------------------
PT BANK MANDIRI (PERSERO) TBK Agenda Number: 716691349
--------------------------------------------------------------------------------------------------------------------------
Security: Y7123S108
Meeting Type: AGM
Meeting Date: 14-Mar-2023
Ticker:
ISIN: ID1000095003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE ANNUAL REPORT AND Mgmt For For
RATIFICATION OF THE COMPANY'S CONSOLIDATED
FINANCIAL STATEMENTS, APPROVAL OF THE BOARD
OF COMMISSIONERS SUPERVISORY TASK REPORT
AND RATIFICATION OF THE FINANCIAL
STATEMENTS OF THE MICRO AND SMALL BUSINESS
FUNDING PROGRAM (PUMK) FOR THE 2022
FINANCIAL YEAR, AS WELL AS THE GRANTING OF
FULL RELEASE AND DISCHARGE (VOLLEDIG ACQUIT
ET DE CHARGE) TO THE BOARD OF DIRECTORS FOR
THE MANAGEMENT ACTIONS OF THE COMPANY AND
THE BOARD OF COMMISSIONERS FOR THE
SUPERVISORY ACTIONS OF THE COMPANY THAT
HAVE BEEN DEDICATED DURING 2022 FINANCIAL
YEAR
2 APPROVAL FOR THE USE OF THE COMPANY'S NET Mgmt For For
PROFITS FOR 2022 FINANCIAL YEAR
3 DETERMINATION OF REMUNERATION Mgmt For For
(SALARY/HONORARIUM, FACILITIES, AND
BENEFITS) IN 2023 AND BONUS (TANTIEM) FOR
THE 2022 FINANCIAL YEAR FOR THE BOARD OF
DIRECTORS AND THE BOARD OF COMMISSIONERS OF
THE COMPANY
4 DETERMINATION OF PUBLIC ACCOUNTANTS (AP) Mgmt For For
AND/OR PUBLIC ACCOUNTING FIRMS (KAP) TO
AUDIT THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AND FINANCIAL STATEMENTS OF THE
MICRO AND SMALL BUSINESS FUNDING PROGRAM
(PUMK) FOR THE 2023 FINANCIAL YEAR
5 APPROVAL OF THE COMPANY'S RESOLUTION PLAN Mgmt For For
6 APPROVAL OF THE COMPANY'S STOCK SPLIT WITH Mgmt For For
RATIO OF 1:2 OR FROM RP250.00 (TWO HUNDRED
AND FIFTY RUPIAH) PER SHARE TO BECOME
RP125.00 (ONE HUNDRED TWENTY-FIVE RUPIAH)
PER SHARE
7 APPROVAL OF AMENDMENTS TO THE COMPANY'S Mgmt For For
ARTICLES OF ASSOCIATION
8 CHANGES IN THE COMPOSITION OF THE COMPANY'S Mgmt For For
BOARD OF MANAGEMENT
--------------------------------------------------------------------------------------------------------------------------
PT BUKALAPAK.COM TBK Agenda Number: 717172821
--------------------------------------------------------------------------------------------------------------------------
Security: Y1R0GP109
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: ID1000162001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE ANNUAL REPORT AND Mgmt For For
RATIFICATION OF THE COMPANY'S FINANCIAL
STATEMENTS FOR THE 2022 FINANCIAL YEAR
2 DETERMINATION OF THE UTILIZATION OF THE Mgmt For For
COMPANY'S NET PROFIT AND CONSIDERATION FOR
DIVIDEND DISTRIBUTION FOR THE FINANCIAL
YEAR ENDED DECEMBER 31ST, 2022
3 APPOINTMENT OF A PUBLIC ACCOUNTANT AND A Mgmt For For
PUBLIC ACCOUNTING FIRM TO AUDIT THE
FINANCIAL STATEMENT OF THE COMPANY FOR THE
FINANCIAL YEAR ENDED DECEMBER 31ST, 2023
4 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF COMMISSIONERS OF THE COMPANY AND SALARY,
ALLOWANCE AND BONUS OF THE BOARD OF
DIRECTORS OF THE COMPANY
5 AMENDMENT TO THE ARTICLE 20 PARAGRAPH (6) Mgmt For For
OF THE ARTICLES OF ASSOCIATION OF THE
COMPANY
6 ACCOUNTABILITY REPORT ON THE REALIZATION OF Mgmt For For
THE USE OF PROCEEDS FROM THE INITIAL PUBLIC
OFFERING (IPO) YEAR 2022
7 APPROVAL ON THE IMPLEMENTATION PLAN FOR Mgmt For For
MANAGEMENT AND EMPLOYEE STOCK OWNERSHIP
PROGRAM (MESOP) PHASE II WITH A MAXIMUM
NUMBER OF 4,019,592,620 SHARES OR 3.90 PCT
OF THE ISSUED AND FULLY PAID-UP CAPITAL IN
THE COMPANY (MESOP PHASE II)
--------------------------------------------------------------------------------------------------------------------------
PT SUMBER ALFARIA TRIJAYA TBK Agenda Number: 717071055
--------------------------------------------------------------------------------------------------------------------------
Security: Y71362118
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: ID1000128705
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE COMPANY'S ANNUAL REPORT FOR Mgmt For For
THE FINANCIAL YEAR ENDED ON 31 DECEMBER
2022, INCLUDING RATIFICATION ON FINANCIAL
STATEMENTS (AUDITED) AND BOARD COMMISSIONER
SUPERVISION REPORT FOR FISCAL YEAR ENDED ON
31 DECEMBER 2022
2 APPROPRIATION OF THE COMPANY'S NET PROFIT Mgmt For For
FOR FINANCIAL YEAR ENDED ON 31 DECEMBER
2022
3 THE APPOINTMENT OF A PUBLIC ACCOUNTING FIRM Mgmt For For
WHO WILL AUDIT THE COMPANY'S BOOKS FOR THE
FISCAL YEAR 2023 AND DETERMINE THE
HONORARIUM AND OTHER REQUIREMENTS IN
CONNECTION WITH THE APPOINTMENT OF THE
PUBLIC ACCOUNTANT
4 CHANGES IN TERM OF OFFICE OF THE COMPANY'S Mgmt For For
BOARD OF COMMISSIONERS AND DIRECTORS
5 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF COMMISSIONERS
6 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF DIRECTORS
7 DETERMINATION OF HONORARIUM AND OTHER Mgmt For For
ALLOWANCES FROM MEMBERS OF THE BOARD OF
COMMISSIONERS OF THE COMPANY
8 DELEGATION OF WAGE AND ALLOWANCE PAYABLE Mgmt For For
AUTHORITY FOR MEMBERS OF THE BOARD OF
DIRECTORS OF THE COMPANY TO THE BOARD OF
COMMISSIONERS OF THE COMPANY DURING THE
TERM OF OFFICE OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
PTT EXPLORATION AND PRODUCTION PUBLIC CO LTD Agenda Number: 716615490
--------------------------------------------------------------------------------------------------------------------------
Security: Y7145P165
Meeting Type: AGM
Meeting Date: 03-Apr-2023
Ticker:
ISIN: TH0355A10Z12
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACKNOWLEDGE THE 2022 PERFORMANCE RESULTS Mgmt For For
AND 2023 WORK PLAN OF THE COMPANY
2 TO APPROVE THE FINANCIAL STATEMENTS FOR THE Mgmt For For
YEAR ENDED 31 DECEMBER 2022
3 TO APPROVE THE DIVIDEND PAYMENT FOR 2022 Mgmt For For
PERFORMANCE
4 TO APPOINT THE AUDITOR AND CONSIDER THE Mgmt For For
AUDIT FEE FOR FINANCIAL STATEMENTS FOR THE
YEAR 2023
5 TO APPROVE THE DEBENTURE ISSUANCE UP TO THE Mgmt For For
TOTAL AMOUNT OF US DOLLAR 3,000 MILLION
6 TO APPROVE THE AMENDMENT OF THE COMPANY'S Mgmt For For
ARTICLES OF ASSOCIATION
7 TO APPROVE THE BOARD OF DIRECTORS' AND THE Mgmt For For
SUB-COMMITTEES' REMUNERATION
8.1 TO APPROVE THE APPOINTMENT OF NEW DIRECTOR Mgmt For For
IN REPLACEMENT OF THOSE WHO IS DUE TO
RETIRE BY ROTATION: MR. MONTRI RAWANCHAIKUL
8.2 TO APPROVE THE APPOINTMENT OF NEW DIRECTOR Mgmt For For
IN REPLACEMENT OF THOSE WHO IS DUE TO
RETIRE BY ROTATION: MR. AUTTAPOL RERKPIBOON
8.3 TO APPROVE THE APPOINTMENT OF NEW DIRECTOR Mgmt For For
IN REPLACEMENT OF THOSE WHO IS DUE TO
RETIRE BY ROTATION: LT. GEN. NITHI
CHUNGCHAROEN
8.4 TO APPROVE THE APPOINTMENT OF NEW DIRECTOR Mgmt For For
IN REPLACEMENT OF THOSE WHO IS DUE TO
RETIRE BY ROTATION: MR. WATTANAPONG KUROVAT
8.5 TO APPROVE THE APPOINTMENT OF NEW DIRECTOR Mgmt For For
IN REPLACEMENT OF THOSE WHO IS DUE TO
RETIRE BY ROTATION: MR. EKNITI
NITITHANPRAPAS
9 OTHER MATTERS (IF ANY) Mgmt For Against
CMMT 01 FEB 2023: IN THE SITUATION WHERE THE Non-Voting
CHAIRMAN OF THE MEETING SUDDENLY CHANGE THE
AGENDA AND/OR ADD NEW AGENDA DURING THE
MEETING, WE WILL VOTE THAT AGENDA AS
ABSTAIN.
CMMT 01 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
RAIA DROGASIL SA Agenda Number: 716818096
--------------------------------------------------------------------------------------------------------------------------
Security: P7942C102
Meeting Type: EGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: BRRADLACNOR0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 INCREASE OF THE COMPANY'S CAPITAL STOCK Mgmt For For
THROUGH CAPITALIZATION OF PART OF THE
PROFIT RESERVE, WITH BONUS, ISSUE AND
DISTRIBUTION TO THE SHAREHOLDERS, TO BE
ATTRIBUTED TO THE SHAREHOLDERS AS A BONUS
2 IF THE PREVIOUS ITEM IS APPROVED, AMENDMENT Mgmt For For
OF ARTICLE 4 OF THE COMPANY'S BYLAWS TO
REFLECT THE CAPITAL INCREASE
--------------------------------------------------------------------------------------------------------------------------
RAIA DROGASIL SA Agenda Number: 716819391
--------------------------------------------------------------------------------------------------------------------------
Security: P7942C102
Meeting Type: AGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: BRRADLACNOR0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 RENDERING OF ACCOUNTS BY OFFICERS, Mgmt For For
EXAMINATION, DISCUSSION AND VOTING OF THE
FINANCIAL STATEMENTS FOR THE FISCAL YEAR
ENDED DECEMBER 31, 2022, ACCOMPANIED BY THE
MANAGEMENT REPORT AND THE INDEPENDENT
AUDITORS REPORT, TO BE PUBLISHED IN THE O
ESTADO DE SAO PAULO NEWSPAPER ISSUE OF
MARCH 08, 2023, AS WELL AS THE SUPERVISORY
BOARDS OPINION
2 ALLOCATION OF NET INCOME FOR THE FISCAL Mgmt For For
YEAR ENDING DECEMBER 31, 2022, IN ORDER TO
ENDORSE THE APPROPRIATIONS OF INTEREST ON
EQUITY AND DISTRIBUTION OF INTERIM
DIVIDENDS PREVIOUSLY APPROVED BY THE BOARD
OF DIRECTORS, AS WELL AS THE DECLARATION OF
ADDITIONAL DIVIDENDS, FOR PAYMENT TO
SHAREHOLDERS ON MAY 31, 2023, WHICH SHALL
BE ASSIGNED TO THE MANDATORY DIVIDEND
3 DETERMINATION OF THE NUMBER OF MEMBERS TO Mgmt For For
INTEGRATE THE COMPANY'S BOARD OF DIRECTORS,
AS PER MANAGEMENTS PROPOSAL
4 DO YOU WISH TO REQUEST THE CUMULATIVE Mgmt Against Against
VOTING FOR THE ELECTION OF THE BOARD OF
DIRECTORS, UNDER THE TERMS OF ART. 141 OF
LAW 6,404, OF 1976. IF THE SHAREHOLDER
CHOOSES NO OR ABSTAIN, HIS, HER SHARES WILL
NOT BE COMPUTED FOR THE REQUEST OF THE
CUMULATIVE VOTING REQUEST
5 ELECTION OF THE BOARD OF DIRECTORS PER Mgmt For For
SLATE. NOMINATION OF ALL THE NAMES THAT
COMPOSE THE SLATE. THE VOTES INDICATED IN
THIS SECTION WILL BE DISREGARDED IF THE
SHAREHOLDER WITH VOTING RIGHTS FILLS IN THE
FIELDS PRESENT IN THE SEPARATE ELECTION OF
A MEMBER OF THE BOARD OF DIRECTORS AND THE
SEPARATE ELECTION REFERRED TO IN THESE
FIELDS TAKES PLACE. SOLE SLATE ANTONIO
CARLOS PIPPONZI CARLOS PIRES OLIVEIRA DIAS
CRISTIANA ALMEIDA PIPPONZI PLINIO VILLARES
MUSETTI PAULO SERGIO COUTINHO GALVAO FILHO
RENATO PIRES OLIVEIRA DIAS MARCO AMBROGIO
CRESPI BONOMI, INDEPENDENT SYLVIA DE SOUZA
LEAO WANDERLEY, INDEPENDENT DENISE SOARES
DOS SANTOS, INDEPENDENT PHILIPP PAUL MARIE
POVEL, INDEPENDENT EDUARDO AZEVEDO MARQUES
DE ALVARENGA, INDEPENDENT
6 IF ONE OF THE CANDIDATES THAT COMPOSES YOUR Mgmt Against Against
CHOSEN SLATE LEAVES IT, CAN THE VOTES
CORRESPONDING TO YOUR SHARES CONTINUE TO BE
CONFERRED ON THE SAME SLATE
CMMT FOR THE PROPOSAL 7 REGARDING THE ADOPTION Non-Voting
OF CUMULATIVE VOTING, PLEASE BE ADVISED
THAT YOU CAN ONLY VOTE FOR OR ABSTAIN. AN
AGAINST VOTE ON THIS PROPOSAL REQUIRES
PERCENTAGES TO BE ALLOCATED AMONGST THE
DIRECTORS IN PROPOSAL 8.1 TO 8.11. IN THIS
CASE PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE IN ORDER TO ALLOCATE
PERCENTAGES AMONGST THE DIRECTORS.
7 IN CASE OF A CUMULATIVE VOTING PROCESS, Mgmt For For
SHOULD THE CORRESPONDING VOTES TO YOUR
SHARES BE EQUALLY DISTRIBUTED AMONG THE
MEMBERS OF THE SLATE THAT YOU VE CHOSEN. IF
THE SHAREHOLDER CHOOSES YES AND ALSO
INDICATES THE APPROVE ANSWER TYPE FOR
SPECIFIC CANDIDATES AMONG THOSE LISTED
BELOW, THEIR VOTES WILL BE DISTRIBUTED
PROPORTIONALLY AMONG THESE CANDIDATES. IF
THE SHAREHOLDER CHOOSES TO ABSTAIN AND THE
ELECTION OCCURS BY THE CUMULATIVE VOTING
PROCESS, THE SHAREHOLDERS VOTE SHALL BE
COUNTED AS AN ABSTENTION IN THE RESPECTIVE
RESOLUTION OF THE MEETING
8.1 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. ANTONIO CARLOS PIPPONZI
8.2 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. CARLOS PIRES OLIVEIRA DIAS
8.3 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. CRISTIANA ALMEIDA PIPPONZI
8.4 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. PLINIO VILLARES MUSETTI
8.5 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. PAULO SERGIO COUTINHO GALVAO
FILHO
8.6 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. RENATO PIRES OLIVEIRA DIAS
8.7 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. MARCO AMBROGIO CRESPI BONOMI,
INDEPENDENT
8.8 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. SYLVIA DE SOUZA LEAO
WANDERLEY, INDEPENDENT
8.9 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. DENISE SOARES DOS SANTOS,
INDEPENDENT
8.10 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. PHILIPP PAUL MARIE POVEL,
INDEPENDENT
8.11 VIEW OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt For For
SLATE TO INDICATE THE CUMULATIVE VOTING
DISTRIBUTION. EDUARDO AZEVEDO MARQUES DE
ALVARENGA, INDEPENDENT
9 DO YOU WISH TO REQUEST A SEPARATE ELECTION Mgmt Abstain Against
OF A MEMBER OF THE BOARD OF DIRECTORS,
UNDER THE TERMS OF ARTICLE 141, PARAGRAPH
4, I, OF LAW 6,404, OF 1976. THE
SHAREHOLDER CAN ONLY FILL THIS FIELD IN
CASE OF KEEPING THE POSITION OF VOTING
SHARES IN INTERRUPTED FOR 3 MONTHS PRIOR TO
THE GENERAL MEETING. IF THE SHAREHOLDER
CHOOSES NO OR ABSTAIN, HIS, HER SHARES WILL
NOT BE COMPUTED FOR THE REQUEST OF A
SEPARATE ELECTION OF A MEMBER OF THE BOARD
OF DIRECTORS
10 ESTABLISHMENT OF THE ANNUAL OVERALL Mgmt For For
COMPENSATION OF THE COMPANY'S OFFICERS FOR
FISCAL YEAR 2023, IN ACCORDANCE WITH THE
MANAGEMENT PROPOSAL
11 ELECTION OF FISCAL COUNCIL PER SLATE. Mgmt Abstain Against
NOMINATION OF ALL THE NAMES THAT COMPOSE
THE SLATE. SOLE SLATE GILBERTO LERIO,
EFFECTIVE, FLAVIO STAMM, SUBSTITUTE PAULO
SERGIO BUZAID TOHME, EFFECTIVE, MARIO
ANTONIO LUIZ CORREA, SUBSTITUTE ADEILDO
PAULINO, EFFECTIVE, VIVIAN DO VALLE SOUZA
LEAO MIKUI, SUBSTITUTE
12 IF ONE OF THE CANDIDATES OF THE SLATE Mgmt Against Against
LEAVES IT, TO ACCOMMODATE THE SEPARATE
ELECTION REFERRED TO IN ARTICLES 161,
PARAGRAPH 4, AND 240 OF LAW 6404, OF 1976,
CAN THE VOTES CORRESPONDING TO YOUR SHARES
CONTINUE TO BE CONFERRED TO THE SAME SLATE
13 SEPARATE ELECTION OF FISCAL COUNCIL. COMMON Mgmt For For
SHARES. NOMINATION OF CANDIDATES TO THE
FISCAL COUNCIL BY MINORITY SHAREHOLDERS
WITH VOTING RIGHTS. THE SHAREHOLDER MUST
FILL THIS FIELD IF THE GENERAL ELECTION
FIELD WAS LEFT IN BLANK. ANTONIO EDSON
MACIEL DOS SANTOS, EFFECTIVE, ALESSANDRA
ELOY GADELHA, SUBSTITUTE
14 ESTABLISHMENT OF THE REMUNERATION OF THE Mgmt For For
MEMBERS OF THE FISCAL COUNCIL, IN
ACCORDANCE WITH MANAGEMENT PROPOSAL
15 IN THE EVENT OF A SECOND CALL OF THE ANNUAL Mgmt Against Against
GENERAL MEETING, THE VOTING INSTRUCTIONS
PROVIDED IN THIS VOTING FORM MAY ALSO BE
CONSIDERED FOR THE ANNUAL GENERAL MEETING
ON SECOND CALL
--------------------------------------------------------------------------------------------------------------------------
RELIANCE INDUSTRIES LTD Agenda Number: 715967610
--------------------------------------------------------------------------------------------------------------------------
Security: Y72596102
Meeting Type: AGM
Meeting Date: 29-Aug-2022
Ticker:
ISIN: INE002A01018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO CONSIDER AND ADOPT (A) THE AUDITED Mgmt For For
FINANCIAL STATEMENT OF THE COMPANY FOR THE
FINANCIAL YEAR ENDED MARCH 31, 2022 AND THE
REPORTS OF THE BOARD OF DIRECTORS AND
AUDITORS THEREON; AND (B) THE AUDITED
CONSOLIDATED FINANCIAL STATEMENT OF THE
COMPANY FOR THE FINANCIAL YEAR ENDED MARCH
31, 2022 AND THE REPORT OF AUDITORS THEREON
AND, IN THIS REGARD, TO CONSIDER AND IF
THOUGHT FIT, TO PASS THE FOLLOWING
RESOLUTIONS AS ORDINARY RESOLUTIONS: A)
RESOLVED THAT THE AUDITED FINANCIAL
STATEMENT OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED MARCH 31, 2022 AND THE REPORTS
OF THE BOARD OF DIRECTORS AND AUDITORS
THEREON, AS CIRCULATED TO THE MEMBERS, BE
AND ARE HEREBY CONSIDERED AND ADOPTED. B)
RESOLVED THAT THE AUDITED CONSOLIDATED
FINANCIAL STATEMENT OF THE COMPANY FOR THE
FINANCIAL YEAR ENDED MARCH 31,2022 AND THE
REPORT OF AUDITORS THEREON, AS CIRCULATED
TO THE MEMBERS, BE AND ARE HEREBY
CONSIDERED AND ADOPTED
2 RESOLVED THAT A DIVIDEND AT THE RATE OF INR Mgmt For For
8/- (EIGHT RUPEES ONLY) PER EQUITY SHARE OF
INR 10/- (TEN RUPEES ONLY) EACH FULLY
PAID-UP OF THE COMPANY, AS RECOMMENDED BY
THE BOARD OF DIRECTORS, BE AND IS HEREBY
DECLARED FOR THE FINANCIAL YEAR ENDED MARCH
31,2022 AND THE SAME BE PAID OUT OF THE
PROFITS OF THE COMPANY
3 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 152 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013, SMT. NITA M. AMBANI (DIN: 03115198),
WHO RETIRES BY ROTATION AT THIS MEETING, BE
AND IS HEREBY APPOINTED AS A DIRECTOR OF
THE COMPANY
4 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 152 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013, SHRI HITAL R. MESWANI (DIN:
00001623), WHO RETIRES BY ROTATION AT THIS
MEETING, BE AND IS HEREBY APPOINTED AS A
DIRECTOR OF THE COMPANY
5 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTIONS 139, 142 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013 READ
WITH THE COMPANIES (AUDIT AND AUDITORS)
RULES, 2014 (INCLUDING ANY STATUTORY
MODIFICATION(S) OR RE-ENACTMENT(S) THEREOF,
FOR THE TIME BEING IN FORCE), DELOITTE
HASKINS & SELLS LLP, CHARTERED ACCOUNTANTS
(REGISTRATION NO. 117366W / W - 100018) AND
CHATURVEDI & SHAH LLP, CHARTERED
ACCOUNTANTS (REGISTRATION NO. 101720W /
W100355), BE AND ARE HEREBY APPOINTED AS
AUDITORS OF THE COMPANY FOR A TERM OF 5
(FIVE) CONSECUTIVE YEARS FROM THE
CONCLUSION OF THIS ANNUAL GENERAL MEETING
TILL THE CONCLUSION OF THE SIXTH ANNUAL
GENERAL MEETING FROM THIS ANNUAL GENERAL
MEETING, AT SUCH REMUNERATION AS SHALL BE
FIXED BY THE BOARD OF DIRECTORS OF THE
COMPANY
6 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTIONS 196, 197 AND 203
READ WITH SCHEDULE V AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013 AND
THE COMPANIES (APPOINTMENT AND REMUNERATION
OF MANAGERIAL PERSONNEL) RULES, 2014
(INCLUDING ANY STATUTORY MODIFICATION(S) OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE), APPROVAL OF THE MEMBERS BE AND
IS HEREBY ACCORDED TO RE-APPOINT SHRI
NIKHIL R. MESWANI (DIN: 00001620) AS A
WHOLE-TIME DIRECTOR, DESIGNATED AS AN
EXECUTIVE DIRECTOR, FOR A PERIOD OF 5
(FIVE) YEARS FROM THE EXPIRY OF HIS PRESENT
TERM OF OFFICE, I.E., WITH EFFECT FROM JULY
1, 2023 ON THE TERMS AND CONDITIONS
INCLUDING REMUNERATION AS SET OUT IN THE
STATEMENT ANNEXED TO THE NOTICE, WITH
LIBERTY TO THE BOARD OF DIRECTORS
(HEREINAFTER REFERRED TO AS THE BOARD WHICH
TERM SHALL INCLUDE THE HUMAN RESOURCES,
NOMINATION AND REMUNERATION COMMITTEE OF
THE BOARD) TO ALTER AND VARY THE TERMS AND
CONDITIONS OF THE SAID RE-APPOINTMENT AND /
OR REMUNERATION AS IT MAY DEEM FIT RESOLVED
FURTHER THAT THE BOARD BE AND IS HEREBY
AUTHORISED TO DO ALL ACTS AND TAKE ALL SUCH
STEPS AS MAY BE NECESSARY, PROPER OR
EXPEDIENT TO GIVE EFFECT TO THIS RESOLUTION
7 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTIONS 149, 150 AND 152
READ WITH SCHEDULE IV AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013 ("THE
ACT") AND THE COMPANIES (APPOINTMENT AND
QUALIFICATIONS OF DIRECTORS) RULES, 2014
AND THE APPLICABLE PROVISIONS OF THE
SECURITIES AND EXCHANGE BOARD OF INDIA
(LISTING OBLIGATIONS AND DISCLOSURE
REQUIREMENTS) REGULATIONS, 2015 (INCLUDING
ANY STATUTORY MODIFICATION(S) OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE), SHRI K. V. CHOWDARY (DIN:
08485334), WHO WAS APPOINTED AS AN
ADDITIONAL DIRECTOR, DESIGNATED AS AN
INDEPENDENT DIRECTOR, PURSUANT TO THE
PROVISIONS OF SECTION 161(1) OF THE ACT AND
THE ARTICLES OF ASSOCIATION OF THE COMPANY
AND IN RESPECT OF WHOM THE COMPANY HAS
RECEIVED A NOTICE IN WRITING UNDER SECTION
160 OF THE ACT FROM A MEMBER PROPOSING HIS
CANDIDATURE FOR THE OFFICE OF DIRECTOR, BE
APPOINTED AS AN INDEPENDENT DIRECTOR OF THE
COMPANY, NOT LIABLE TO RETIRE BY ROTATION
AND TO HOLD OFFICE FOR A TERM UP TO JULY
20, 2027; RESOLVED FURTHER THAT THE BOARD
OF DIRECTORS BE AND IS HEREBY AUTHORISED TO
DO ALL ACTS AND TAKE ALL SUCH STEPS AS MAY
BE NECESSARY, PROPER OR EXPEDIENT TO GIVE
EFFECT TO THIS RESOLUTION
8 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 148 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013 READ WITH THE COMPANIES (AUDIT AND
AUDITORS) RULES, 2014 (INCLUDING ANY
STATUTORY MODIFICATION(S) OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE), THE REMUNERATION, AS APPROVED BY
THE BOARD OF DIRECTORS AND SET OUT IN THE
STATEMENT ANNEXED TO THE NOTICE, TO BE PAID
TO THE COST AUDITORS APPOINTED BY THE BOARD
OF DIRECTORS, TO CONDUCT THE AUDIT OF COST
RECORDS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDING MARCH 31, 2023, BE AND IS
HEREBY RATIFIED
9 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 13 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013 READ WITH APPLICABLE RULES MADE
THEREUNDER (INCLUDING ANY STATUTORY
MODIFICATION(S) OR RE-ENACTMENT(S) THEREOF,
FOR THE TIME BEING IN FORCE) AND SUBJECT TO
SUCH APPROVALS AS MAY BE NECESSARY OR
REQUIRED, CLAUSE III.A. OF THE MEMORANDUM
OF ASSOCIATION OF THE COMPANY RELATING TO
ITS OBJECTS BE AND IS HEREBY ALTERED BY
ADDING THE FOLLOWING SUB-CLAUSES AS NEW
SUB-CLAUSES 8, 9 AND 10 AFTER THE EXISTING
SUB-CLAUSE 7 IN CLAUSE III.A : 8. TO CARRY
ON THE BUSINESS OF DESIGNERS, INNOVATORS,
MANUFACTURERS, DEVELOPERS, ASSEMBLERS,
INTEGRATORS, SELLERS, BUYERS, FABRICATORS,
RECYCLERS, OPERATORS AND DEALERS IN NEW
ENERGY VALUE CHAIN COMPRISING QUARTZ AND
SILICA MINING, METALLIC SILICONE,
POLYSILICON, SILICON OR OTHER PHOTOVOLTAIC
/ PHOTOSENSITIVE SUBSTRATE / WAFERS,
PHOTOVOLTAIC CELLS, MODULE AND ANCILLARIES,
SHEET GLASS, POLYOLEFIN ELASTOMER, MODULE
MOUNTING STRUCTURE, ENERGY STORAGE SYSTEM
COMPRISING CELL AND BATTERY PACKS, POWER
CONVERSION SYSTEM AND OTHER
ELECTRO-MECHANICAL AND ELECTRO-CHEMICAL
ENERGY STORAGE SYSTEM, ELECTROLYSERS, FUEL
CELLS, SEMICONDUCTOR AND POWER ELECTRONICS
COMPONENTS, SUB-ASSEMBLIES AND FULL SYSTEMS
AND PARTS INCLUDING MAGNETICS, INGREDIENTS,
COMPONENTS AND OTHER ANCILLARY ITEMS AND
HARDWARE, DIGITAL PLATFORMS AND SOFTWARE
SERVICES INCLUDING BUT NOT LIMITED TO CLOUD
SERVICES, APPLICATIONS AND SOFTWARE
SERVICES USED IN NEW ENERGY AND RELATED
PROJECT(S), OPERATIONS, MAINTENANCE AND
SUPPORT SERVICES AND ACTIVITIES. 9. TO
CARRY ON THE BUSINESS OF MANUFACTURERS,
SELLERS, BUYERS, DISTRIBUTORS, CONVERTERS,
TRANSPORTERS, PROCESSORS, ASSEMBLERS,
INTEGRATORS AND DEALERS OF HYDROGEN AND ITS
DERIVATIVE CHEMICALS INCLUDING AMMONIA AND
METHANOL AND OTHER DERIVATIVE CHEMICALS.
10. TO CARRY ON THE BUSINESS OF DESIGNERS,
DEVELOPERS, INNOVATORS, TECHNOLOGY
PROVIDERS, ASSEMBLERS, INTEGRATORS,
SELLERS, BUYERS, FABRICATORS, RECYCLERS,
DISTRIBUTORS, OPERATORS AND DEALERS OF
CONVENTIONAL OR HYDROGEN INTERNAL
COMBUSTION ENGINES, BATTERY ELECTRIC DRIVE
SYSTEM, BATTERY CHARGING AND SWAPPING, FUEL
CELL ELECTRIC DRIVE SYSTEM, ENTIRE
VEHICLES, PUBLIC/INDIVIDUAL TRANSPORTATION
SYSTEM INCLUDING MAGNETIC LEVITATION AND
WORKING IN COLLABORATION WITH ORIGINAL
EQUIPMENT, TECHNOLOGY AND SERVICE PROVIDER
FOR THE SAME. RESOLVED FURTHER THAT THE
BOARD OF DIRECTORS OF THE COMPANY BE AND IS
HEREBY AUTHORISED TO DO ALL ACTS AND TAKE
ALL SUCH STEPS AS MAY BE NECESSARY, PROPER
OR EXPEDIENT TO GIVE EFFECT TO THIS
RESOLUTION
10 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
REGULATION 23(4) OF THE SECURITIES AND
EXCHANGE BOARD OF INDIA (LISTING
OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS, 2015, AS AMENDED FROM TIME TO
TIME ("LISTING REGULATIONS"), THE
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013 ("THE ACT") READ WITH RULES MADE
THEREUNDER, OTHER APPLICABLE LAWS /
STATUTORY PROVISIONS, IF ANY, (INCLUDING
ANY STATUTORY MODIFICATION(S) OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE), THE COMPANY'S POLICY ON
MATERIALITY OF RELATED PARTY TRANSACTIONS
AND ON DEALING WITH RELATED PARTY
TRANSACTIONS AND BASIS THE APPROVAL OF THE
AUDIT COMMITTEE AND RECOMMENDATION OF THE
BOARD OF DIRECTORS OF THE COMPANY, APPROVAL
OF THE MEMBERS OF THE COMPANY BE AND IS
HEREBY ACCORDED TO THE COMPANY TO ENTER
INTO AND / OR CONTINUE THE RELATED PARTY
TRANSACTION(S) /CONTRACT(S) /
ARRANGEMENT(S) / AGREEMENT(S) (IN TERMS OF
REGULATION 2(1)(ZC)(I) OF THE LISTING
REGULATIONS) IN TERMS OF THE EXPLANATORY
STATEMENT TO THIS RESOLUTION AND MORE
SPECIFICALLY SET OUT IN TABLE NOS. A1 TO A7
IN THE EXPLANATORY STATEMENT TO THIS
RESOLUTION ON THE RESPECTIVE MATERIAL TERMS
& CONDITIONS SET OUT IN EACH OF TABLE NOS.
A1 TO A7. RESOLVED FURTHER THAT THE BOARD
OF DIRECTORS OF THE COMPANY (HEREINAFTER
REFERRED TO AS 'BOARD' WHICH TERM SHALL BE
DEEMED TO INCLUDE THE AUDIT COMMITTEE OF
THE BOARD AND ANY DULY CONSTITUTED
COMMITTEE EMPOWERED TO EXERCISE ITS POWERS
INCLUDING POWERS CONFERRED UNDER THIS
RESOLUTION) BE AND IS HEREBY AUTHORISED TO
DO ALL SUCH ACTS, DEEDS, MATTERS AND THINGS
AS IT MAY DEEM FIT IN ITS ABSOLUTE
DISCRETION AND TO TAKE ALL SUCH STEPS AS
MAY BE REQUIRED IN THIS CONNECTION
INCLUDING FINALIZING AND EXECUTING
NECESSARY CONTRACT(S), ARRANGEMENT(S),
AGREEMENT(S) AND SUCH OTHER DOCUMENTS AS
MAY BE REQUIRED, SEEKING ALL NECESSARY
APPROVALS TO GIVE EFFECT TO THIS
RESOLUTION, FOR AND ON BEHALF OF THE
COMPANY, TO DELEGATE ALL OR ANY OF ITS
POWERS CONFERRED UNDER THIS RESOLUTION TO
ANY DIRECTOR OR KEY MANAGERIAL PERSONNEL OR
ANY OFFICER / EXECUTIVE OF THE COMPANY AND
TO RESOLVE ALL SUCH ISSUES, QUESTIONS,
DIFFICULTIES OR DOUBTS WHATSOEVER THAT MAY
ARISE IN THIS REGARD AND ALL ACTION(S)
TAKEN BY THE COMPANY IN CONNECTION WITH ANY
MATTER REFERRED TO OR CONTEMPLATED IN THIS
RESOLUTION, BE AND ARE HEREBY APPROVED,
RATIFIED AND CONFIRMED IN ALL RESPECTS
11 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
REGULATION 23(4) OF THE SECURITIES AND
EXCHANGE BOARD OF INDIA (LISTING
OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS, 2015, AS AMENDED FROM TIME TO
TIME ("LISTING REGULATIONS"), OTHER
APPLICABLE LAWS / STATUTORY PROVISIONS, IF
ANY, (INCLUDING ANY STATUTORY
MODIFICATION(S) OR RE-ENACTMENT(S) THEREOF,
FOR THE TIME BEING IN FORCE), THE COMPANY'S
POLICY ON MATERIALITY OF RELATED PARTY
TRANSACTIONS AND ON DEALING WITH RELATED
PARTY TRANSACTIONS AND BASIS THE
RECOMMENDATION OF THE AUDIT COMMITTEE AND
THE BOARD OF DIRECTORS OF THE COMPANY,
APPROVAL OF THE MEMBERS OF THE COMPANY BE
AND IS HEREBY ACCORDED TO THE SUBSIDIARIES
(AS DEFINED UNDER THE COMPANIES ACT, 2013)
OF THE COMPANY, TO ENTER INTO AND/OR
CONTINUE THE RELATED PARTY TRANSACTION(S) /
CONTRACT(S) / ARRANGEMENT(S) / AGREEMENT(S)
(IN TERMS OF REGULATION 2(1)(ZC)(I) OF THE
LISTING REGULATIONS) IN TERMS OF THE
EXPLANATORY STATEMENT TO THIS RESOLUTION
AND MORE SPECIFICALLY SET OUT IN TABLE NOS.
B1 TO B10 IN THE EXPLANATORY STATEMENT TO
THIS RESOLUTION ON THE RESPECTIVE MATERIAL
TERMS & CONDITIONS SET OUT IN EACH OF TABLE
NOS. B1 TO B10. RESOLVED FURTHER THAT THE
BOARD OF DIRECTORS OF THE COMPANY
(HEREINAFTER REFERRED TO AS 'BOARD' WHICH
TERM SHALL BE DEEMED TO INCLUDE THE AUDIT
COMMITTEE OF THE BOARD AND ANY DULY
CONSTITUTED COMMITTEE EMPOWERED TO EXERCISE
ITS POWERS INCLUDING POWERS CONFERRED UNDER
THIS RESOLUTION) BE AND IS HEREBY
AUTHORISED TO DO ALL SUCH ACTS, DEEDS,
MATTERS AND THINGS AS IT MAY DEEM FIT IN
ITS ABSOLUTE DISCRETION, TO DELEGATE ALL OR
ANY OF ITS POWERS CONFERRED UNDER THIS
RESOLUTION TO ANY DIRECTOR OR KEY
MANAGERIAL PERSONNEL OR ANY OFFICER /
EXECUTIVE OF THE COMPANY AND TO RESOLVE ALL
SUCH ISSUES, QUESTIONS, DIFFICULTIES OR
DOUBTS WHATSOEVER THAT MAY ARISE IN THIS
REGARD AND ALL ACTION(S) TAKEN BY THE
COMPANY / SUBSIDIARIES IN CONNECTION WITH
ANY MATTER REFERRED TO OR CONTEMPLATED IN
THIS RESOLUTION, BE AND ARE HEREBY
APPROVED, RATIFIED AND CONFIRMED IN ALL
RESPECTS
--------------------------------------------------------------------------------------------------------------------------
RELIANCE INDUSTRIES LTD Agenda Number: 716423253
--------------------------------------------------------------------------------------------------------------------------
Security: Y72596102
Meeting Type: OTH
Meeting Date: 30-Dec-2022
Ticker:
ISIN: INE002A01018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF SHRI K. V. KAMATH Mgmt For For
(DIN:00043501) AS AN INDEPENDENT DIRECTOR
OF THE COMPANY
2 ALTERATION OF THE OBJECTS CLAUSE OF THE Mgmt For For
MEMORANDUM OF ASSOCIATION OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
RELIANCE INDUSTRIES LTD Agenda Number: 716924318
--------------------------------------------------------------------------------------------------------------------------
Security: Y72596102
Meeting Type: CRT
Meeting Date: 02-May-2023
Ticker:
ISIN: INE002A01018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTIONS 230 TO 232 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013, THE
RULES, CIRCULARS AND NOTIFICATIONS MADE
THEREUNDER (INCLUDING ANY STATUTORY
MODIFICATION(S) OR RE-ENACTMENT(S) THEREOF,
FOR THE TIME BEING IN FORCE), PROVISIONS OF
THE MEMORANDUM AND ARTICLES OF ASSOCIATION
OF THE COMPANY AND SUBJECT TO THE APPROVAL
OF THE HON'BLE NATIONAL COMPANY LAW
TRIBUNAL, MUMBAI BENCH ("TRIBUNAL") AND
SUBJECT TO SUCH OTHER APPROVAL(S),
PERMISSION(S) AND SANCTION(S) OF REGULATORY
AND OTHER AUTHORITIES, AS MAY BE NECESSARY
AND SUBJECT TO SUCH CONDITION(S) AND
MODIFICATION(S) AS MAY BE DEEMED
APPROPRIATE BY THE PARTIES TO THE SCHEME,
AT ANY TIME AND FOR ANY REASON WHATSOEVER,
OR WHICH MAY OTHERWISE BE CONSIDERED
NECESSARY, DESIRABLE OR AS MAY BE
PRESCRIBED OR IMPOSED BY THE TRIBUNAL OR BY
ANY REGULATORY OR OTHER AUTHORITIES, WHILE
GRANTING SUCH APPROVAL(S), PERMISSION(S)
AND SANCTION(S), WHICH MAY BE AGREED TO BY
THE BOARD OF DIRECTORS OF THE COMPANY
(HEREINAFTER REFERRED TO AS THE "BOARD",
WHICH TERM SHALL BE DEEMED TO MEAN AND
INCLUDE ONE OR MORE COMMITTEE(S)
CONSTITUTED / TO BE CONSTITUTED BY THE
BOARD OR ANY OTHER PERSON AUTHORISED BY IT
TO EXERCISE ITS POWERS INCLUDING THE POWERS
CONFERRED BY THIS RESOLUTION), THE
ARRANGEMENT EMBODIED IN THE SCHEME OF
ARRANGEMENT BETWEEN RELIANCE INDUSTRIES
LIMITED AND ITS SHAREHOLDERS AND CREDITORS
& RELIANCE STRATEGIC INVESTMENTS LIMITED
AND ITS SHAREHOLDERS AND CREDITORS
("SCHEME"), BE AND IS HEREBY APPROVED;
RESOLVED FURTHER THAT THE BOARD BE AND IS
HEREBY AUTHORISED TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS, AS IT MAY, IN
ITS ABSOLUTE DISCRETION DEEM REQUISITE,
DESIRABLE, APPROPRIATE OR NECESSARY TO GIVE
EFFECT TO THIS RESOLUTION AND EFFECTIVELY
IMPLEMENT THE ARRANGEMENT EMBODIED IN THE
SCHEME AND TO MAKE ANY MODIFICATION(S) OR
AMENDMENT(S) TO THE SCHEME AT ANY TIME AND
FOR ANY REASON WHATSOEVER, AND TO ACCEPT
SUCH MODIFICATION(S), AMENDMENT(S),
LIMITATION(S) AND / OR CONDITION(S), IF
ANY, WHICH MAY BE REQUIRED AND / OR IMPOSED
BY THE TRIBUNAL WHILE SANCTIONING THE
ARRANGEMENT EMBODIED IN THE SCHEME OR BY
ANY AUTHORITIES UNDER LAW, OR AS MAY BE
REQUIRED FOR THE PURPOSE OF RESOLVING ANY
QUESTION(S) OR DOUBT(S) OR DIFFICULTIES
THAT MAY ARISE INCLUDING PASSING OF SUCH
ACCOUNTING ENTRIES AND / OR MAKING SUCH
ADJUSTMENTS IN THE BOOKS OF ACCOUNTS AS
CONSIDERED NECESSARY IN GIVING EFFECT TO
THE SCHEME, AS THE BOARD MAY DEEM FIT AND
PROPER, WITHOUT BEING REQUIRED TO SEEK ANY
FURTHER APPROVAL OF THE MEMBERS AND THE
MEMBERS SHALL BE DEEMED TO HAVE GIVEN THEIR
APPROVAL THERETO EXPRESSLY BY AUTHORITY
UNDER THIS RESOLUTION
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 716409405
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: OGM
Meeting Date: 21-Dec-2022
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THAT: (A) APPROVAL AND ADOPTION OF THE Mgmt For For
RULES OF THE SHARE AWARD SCHEME OF THE
COMPANY, A COPY OF WHICH HAS BEEN SIGNED BY
THE CHAIRMAN OF THE MEETING FOR
IDENTIFICATION PURPOSES (THE "2022 SHARE
AWARD SCHEME"), SUBJECT TO AND CONDITIONAL
UPON THE LISTING COMMITTEE OF THE STOCK
EXCHANGE OF HONG KONG LIMITED (THE "STOCK
EXCHANGE") GRANTING THE LISTING OF AND
PERMISSION TO DEAL IN THE SHARES TO BE
ISSUED PURSUANT TO THE VESTING OR EXERCISE
OF ANY AWARDS GRANTED UNDER THE 2022 SHARE
AWARD SCHEME; AND(B) AUTHORIZATION OF THE
REMUNERATION COMMITTEE OF THE BOARD OF
DIRECTORS OF THE COMPANY (THE "BOARD") (THE
"REMUNERATION COMMITTEE") UNDER AUTHORITY
DELEGATED TO IT BY THE BOARD TO GRANT
AWARDS OF OPTIONS OR RESTRICTED SHARE UNITS
("RSUS") PURSUANT TO THE 2022 SHARE AWARD
SCHEME, AND AUTHORIZATION OF THE BOARD TO
ALLOT AND ISSUE SHARES, DIRECT AND PROCURE
ANY PROFESSIONAL TRUSTEE AS MAY BE
APPOINTED BY THE COMPANY TO ASSIST WITH THE
ADMINISTRATION, EXERCISE AND VESTING OF
OPTIONS AND RSUS, TO TRANSFER SHARES AND
OTHERWISE DEAL WITH SHARES UNDERLYING THE
OPTIONS AND/OR RSUS GRANTED PURSUANT TO THE
2022 SHARE AWARD SCHEME AS AND WHEN THE
YARE EXERCISED OR VEST (AS THE CASE MAY
BE), IN ACCORDANCE WITH LUXEMBOURG
COMPANIES LAW AND THE ARTICLES OF
ASSOCIATION OF THE COMPANY, INCLUDING IN
PARTICULAR WITH RESPECT TO THE LIMITATION
OR SUPPRESSION OF THE PREFERENTIAL
SUBSCRIPTION RIGHTS OF EXISTING
SHAREHOLDERS OF THE COMPANY
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800725.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800735.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717106783
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: EGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 MODIFICATION OF ARTICLE 11 (AUDIT) OF THE Mgmt For For
ARTICLES OF INCORPORATION OF THE COMPANY,
IN ORDER TO READ AS FOLLOWS: 11.1 THE
OPERATIONS OF THE COMPANY, COMPRISING IN
PARTICULAR THE KEEPING OF ITS ACCOUNTS AND
THE PREPARATION OF INCOME TAX RETURNS OR
OTHER DECLARATIONS PROVIDED FOR BY
LUXEMBOURG LAW, SHALL BE SUPERVISED BY ONE
OR SEVERAL INDEPENDENT AUDITORS (THE
"INDEPENDENT AUDITORS"), INCLUDING AT LEAST
ONE APPROVED STATUTORY AUDITOR ("REVISEUR
D'ENTREPRISES AGREE") IN ACCORDANCE WITH
THE LUXEMBOURG LEGISLATION ON THE
ACCOUNTING AND THE ANNUAL ACCOUNTS OF
UNDERTAKINGS (THE "APPROVED STATUTORY
AUDITOR") WHO NEED NOT BE SHAREHOLDER OF
THE COMPANY. THE INDEPENDENT AUDITORS SHALL
BE APPOINTED BY THE ANNUAL GENERAL MEETING
OF SHAREHOLDERS FOR A PERIOD OF OFFICE
ENDING ON THE DAY OF THE NEXT FOLLOWING
ANNUAL GENERAL MEETING OF SHAREHOLDERS ONCE
ITS SUCCESSOR SHALL HAVE BEEN ELECTED. THE
INDEPENDENT AUDITORS SHALL REMAIN IN OFFICE
UNTIL IT/THEY HAS/HAVE BEEN RE-ELECTED OR
ITS/THEIR SUCCESSOR HAS/HAVE BEEN ELECTED.
11.2 THE INDEPENDENT AUDITORS SHALL BE
ELIGIBLE FOR RE-ELECTION. 11.3 THE
APPOINTMENT OR REMOVAL OF THE INDEPENDENT
AUDITORS SHALL BE APPROVED BY AN ORDINARY
RESOLUTION OF THE SHAREHOLDERS IN GENERAL
MEETING. THE INDEPENDENT AUDITORS IN OFFICE
MAY ONLY BE REMOVED (I) WITH CAUSE OR (II)
WITH BOTH HIS/ITS APPROVAL AND THE APPROVAL
OF THE GENERAL MEETING. "11.4 THE
REMUNERATION OF THE INDEPENDENT AUDITORS
SHALL BE FIXED AS PROVIDED FOR UNDER
ARTICLE 13.2 BELOW."
2 MODIFICATION OF 13.2 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: THE COMPANY IN THE ANNUAL
GENERAL MEETING SHALL HEAR THE REPORTS OF
THE INDEPENDENT AUDITORS AND DISCUSS THE
BALANCE SHEET. AFTER THE BALANCE SHEET HAS
BEEN APPROVED, THE GENERAL MEETING SHALL
DECIDE BY ORDINARY RESOLUTION, ON THE
REMUNERATION OF THE DIRECTORS AND OF THE
INDEPENDENT AUDITORS AND ON THE DISCHARGE
TO BE GRANTED TO THE DIRECTORS. THE GENERAL
MEETING MAY DECIDE TO DELEGATE TO THE BOARD
(WITH AUTHORITY FOR THE BOARD TO AUTHORIZE
THE AUDIT COMMITTEE OF THE BOARD) THE
DETERMINATION OF THE AMOUNT OF THE
REMUNERATION OF THE INDEPENDENT AUDITORS
3 MODIFICATION OF 13.18 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: NOTICE OF EVERY GENERAL
MEETING SHALL BE GIVEN IN ANY MANNER
HEREINBEFORE AUTHORISED TO: A) EVERY PERSON
SHOWN AS A MEMBER IN THE REGISTER AS OF THE
RECORD DATE FOR SUCH MEETING EXCEPT THAT IN
THE CASE OF JOINT HOLDERS THE NOTICE SHALL
BE SUFFICIENT IF GIVEN TO THE JOINT HOLDER
FIRST NAMED IN THE REGISTER; B) EVERY
PERSON UPON WHOM THE OWNERSHIP OF A SHARE
DEVOLVES BY REASON OF HIS BEING A LEGAL
PERSONAL REPRESENTATIVE OR A TRUSTEE IN
BANKRUPTCY OF A MEMBER OF RECORD WHERE THE
MEMBER OF RECORD BUT FOR HIS DEATH OR
BANKRUPTCY WOULD BE ENTITLED TO RECEIVE
NOTICE OF THE MEETING AND WHICH IDENTITY
HAS BEEN COMMUNICATED TO THE REGISTER
AND/OR TO THE COMPANY; C) THE INDEPENDENT
AUDITORS; D) EACH DIRECTOR; E) THE
EXCHANGE; AND F) SUCH OTHER PERSON TO WHOM
SUCH NOTICE IS REQUIRED TO BE GIVEN IN
ACCORDANCE WITH THE LISTING RULES. NO OTHER
PERSON SHALL BE ENTITLED TO RECEIVE NOTICES
OF GENERAL MEETINGS
4 ADOPTION OF THE NEW NUMBERING OF THE Mgmt For For
ARTICLES OF THE LAW OF AUGUST 10, 1915, ON
COMMERCIAL COMPANIES REFERRED TO IN ARTICLE
4.11, ARTICLE 5.2, ARTICLE 8.10 AND ARTICLE
14.7 OF THE ARTICLES OF INCORPORATION OF
THE COMPANY, FURTHER TO THE GRAND DUCAL
DECREE OF DECEMBER 5, 2017, COORDINATING
THE LAW OF AUGUST 10, 1915 ON COMMERCIAL
COMPANIES, AS AMENDED
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717224391
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: AGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002091.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002103.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE.
1 TO RECEIVE AND ADOPT THE AUDITED STATUTORY Mgmt For For
ACCOUNTS AND AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY AND THE REPORTS
OF THE DIRECTORS OF THE COMPANY (THE
DIRECTORS) (AMONG WHICH THE CONFLICT OF
INTEREST REPORT) AND AUDITORS FOR THE YEAR
ENDED DECEMBER 31, 2022
2 TO APPROVE THE ALLOCATION OF THE RESULTS OF Mgmt For For
THE COMPANY FOR THE YEAR ENDED DECEMBER 31,
2022
3.1 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. KYLE FRANCIS GENDREAU FOR A PERIOD OF
THREE YEARS EXPIRING UPON THE HOLDING OF
THE ANNUAL GENERAL MEETING OF THE COMPANY
TO BE HELD IN 2026
3.2 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. TOM KORBAS FOR A PERIOD OF THREE YEARS
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2026
3.3 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MS. YING YEH FOR A PERIOD OF ONE YEAR
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2024
4 TO RENEW THE MANDATE GRANTED TO KPMG Mgmt For For
LUXEMBOURG TO ACT AS APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE YEAR ENDING DECEMBER
31, 2023, AND, SUBJECT TO THE ADOPTION BY
THE EXTRAORDINARY GENERAL MEETING OF THE
COMPANY TO BE HELD AFTER THE ANNUAL GENERAL
MEETING ON THE SAME DATE (THE EXTRAORDINARY
GENERAL MEETING) OF THE MODIFICATION OF
ARTICLE 13.2 OF THE ARTICLES OF
INCORPORATION OF THE COMPANY (THE ARTICLES
OF INCORPORATION), AUTHORIZATION OF THE
BOARD OF DIRECTORS TO FIX THE REMUNERATION
OF THE APPROVED STATUTORY AUDITOR AS FROM
THE FINANCIAL YEAR STARTING JANUARY 1, 2024
5 TO RE-APPOINT KPMG LLP AS THE EXTERNAL Mgmt For For
AUDITOR OF THE COMPANY TO HOLD OFFICE FROM
THE CONCLUSION OF THE ANNUAL GENERAL
MEETING UNTIL THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY AND, SUBJECT TO THE
ADOPTION BY THE EXTRAORDINARY GENERAL
MEETING OF THE MODIFICATION OF ARTICLE 13.2
OF THE ARTICLES OF INCORPORATION,
AUTHORIZATION OF THE BOARD OF DIRECTORS TO
FIX THE REMUNERATION OF THE EXTERNAL
AUDITOR FOR THE YEAR ENDING DECEMBER 31,
2023
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE ADDITIONAL SHARES OF THE COMPANY
NOT EXCEEDING 10 PER CENT. OF THE TOTAL
NUMBER OF ISSUED SHARES OF THE COMPANY AS
AT THE DATE OF THIS RESOLUTION (IN
ACCORDANCE WITH THE TERMS AND CONDITIONS
DESCRIBED IN THE ANNUAL GENERAL MEETING
CIRCULAR)
7 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10 PER CENT. OF THE TOTAL NUMBER
OF ISSUED SHARES OF THE COMPANY AS AT THE
DATE OF THIS RESOLUTION (IN ACCORDANCE WITH
THE TERMS AND CONDITIONS DESCRIBED IN THE
ANNUAL GENERAL MEETING CIRCULAR)
8 THAT (A) THE GRANT OF RESTRICTED SHARE Mgmt For For
UNITS (RSUS) PURSUANT TO THE SHARE AWARD
SCHEME OF THE COMPANY ADOPTED BY THE
SHAREHOLDERS ON DECEMBER 21, 2022, AS
AMENDED FROM TIME TO TIME (THE SHARE AWARD
SCHEME) IN RESPECT OF AN AGGREGATE OF UP TO
4,029,621 SHARES TO MR. KYLE FRANCIS
GENDREAU IN ACCORDANCE WITH THE TERMS OF
THE SHARE AWARD SCHEME, SUBJECT TO ALL
APPLICABLE LAWS, RULES AND REGULATIONS AND
APPLICABLE AWARD DOCUMENT(S), BE APPROVED
AND (B) AUTHORITY BE GIVEN TO THE DIRECTORS
TO EXERCISE THE POWERS OF THE COMPANY TO
GIVE EFFECT TO SUCH GRANT OF RSUS
9 TO APPROVE THE DISCHARGE GRANTED TO THE Mgmt For For
DIRECTORS AND THE APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE EXERCISE OF THEIR
RESPECTIVE MANDATES DURING THE YEAR ENDED
DECEMBER 31, 2022
10 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO CERTAIN DIRECTORS
11 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO KPMG LUXEMBOURG AS THE APPROVED
STATUTORY AUDITOR (REVISEUR DENTREPRISES
AGREE) OF THE COMPANY
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SAMSUNG ELECTRONICS CO LTD Agenda Number: 716037951
--------------------------------------------------------------------------------------------------------------------------
Security: Y74718100
Meeting Type: EGM
Meeting Date: 03-Nov-2022
Ticker:
ISIN: KR7005930003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF OUTSIDE DIRECTOR HEO EUN NYEONG Mgmt For For
1.2 ELECTION OF OUTSIDE DIRECTOR YU MYEONG HUI Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SAMSUNG ELECTRONICS CO LTD Agenda Number: 716681437
--------------------------------------------------------------------------------------------------------------------------
Security: Y74718100
Meeting Type: AGM
Meeting Date: 15-Mar-2023
Ticker:
ISIN: KR7005930003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2 ELECTION OF INSIDE DIRECTOR HAN JONG HUI Mgmt For For
3 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SANDS CHINA LTD Agenda Number: 716853456
--------------------------------------------------------------------------------------------------------------------------
Security: G7800X107
Meeting Type: AGM
Meeting Date: 19-May-2023
Ticker:
ISIN: KYG7800X1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY AND ITS
SUBSIDIARIES AND THE REPORTS OF THE
DIRECTORS (THE "DIRECTORS") OF THE COMPANY
AND AUDITOR FOR THE YEAR ENDED DECEMBER 31,
2022
2.A TO RE-ELECT MR. ROBERT GLEN GOLDSTEIN AS Mgmt For For
EXECUTIVE DIRECTOR
2.B TO RE-ELECT MR. CHARLES DANIEL FORMAN AS Mgmt For For
NON-EXECUTIVE DIRECTOR
2.C TO RE-ELECT MR. KENNETH PATRICK CHUNG AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
2.D TO AUTHORIZE THE BOARD OF DIRECTORS (THE Mgmt For For
"BOARD") TO FIX THE RESPECTIVE DIRECTORS
REMUNERATION
3 TO RE-APPOINT DELOITTE TOUCHE TOHMATSU AS Mgmt For For
AUDITOR AND TO AUTHORIZE THE BOARD TO FIX
THEIR REMUNERATION
4 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10% OF THE TOTAL NUMBER OF ISSUED
SHARES OF THE COMPANY AS AT THE DATE OF
PASSING OF THIS RESOLUTION
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY NOT EXCEEDING 20% OF
THE TOTAL NUMBER OF ISSUED SHARES OF THE
COMPANY AS AT THE DATE OF PASSING OF THIS
RESOLUTION
6 TO EXTEND THE GENERAL MANDATE GRANTED TO Mgmt For For
THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH
ADDITIONAL SHARES OF THE COMPANY BY THE
AGGREGATE NUMBER OF THE SHARES REPURCHASED
BY THE COMPANY
7 TO APPROVE THE AMENDMENTS TO THE MEMORANDUM Mgmt For For
AND ARTICLES OF ASSOCIATION OF THE COMPANY
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0330/2023033001040.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0330/2023033000924.pdf
--------------------------------------------------------------------------------------------------------------------------
SANY HEAVY INDUSTRY CO LTD Agenda Number: 716678543
--------------------------------------------------------------------------------------------------------------------------
Security: Y75268105
Meeting Type: EGM
Meeting Date: 27-Feb-2023
Ticker:
ISIN: CNE000001F70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 GDR ISSUANCE AND LISTING ON THE FRANKFURT Mgmt For For
STOCK EXCHANGE AND CONVERSION INTO A
COMPANY LIMITED BY SHARES WHICH RAISES
FUNDS OVERSEAS
2.1 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: STOCK TYPE AND
PAR VALUE
2.2 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: ISSUING DATE
2.3 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: ISSUING METHOD
2.4 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: ISSUING SCALE
2.5 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: GDR SCALE DURING
THE DURATION
2.6 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: CONVERSION RATIO
OF GDRS AND BASIC SECURITIES OF A-SHARES
2.7 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: PRICING METHOD
2.8 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: ISSUING TARGETS
2.9 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: CONVERSION LIMIT
PERIOD OF GDRS AND BASIC SECURITIES OF
A-SHARES
2.10 PLAN FOR GDR ISSUANCE AND LISTING ON THE Mgmt For For
FRANKFURT STOCK EXCHANGE: UNDERWRITING
METHOD
3 STATEMENT ON NO NEED TO PREPARE A REPORT ON Mgmt For For
USE OF PREVIOUSLY RAISED FUNDS
4 PLAN FOR THE USE OF RAISED FUNDS FROM GDR Mgmt For For
ISSUANCE
5 THE VALID PERIOD OF THE RESOLUTION ON THE Mgmt For For
GDR ISSUANCE AND LISTING ON THE FRANKFURT
STOCK EXCHANGE
6 FULL AUTHORIZATION TO THE BOARD AND ITS Mgmt For For
AUTHORIZED PERSONS TO HANDLE MATTERS
REGARDING THE GDR ISSUANCE AND LISTING ON
THE FRANKFURT STOCK EXCHANGE
7 AMENDMENTS TO THE COMPANY'S ARTICLES OF Mgmt For For
ASSOCIATION
8 AMENDMENTS TO THE COMPANY'S RULES OF Mgmt For For
PROCEDURE GOVERNING SHAREHOLDERS' GENERAL
MEETINGS
9 AMENDMENTS TO THE COMPANY'S RULES OF Mgmt For For
PROCEDURE GOVERNING THE BOARD MEETINGS
10 DISTRIBUTION PLAN FOR ACCUMULATED PROFITS Mgmt For For
BEFORE THE GDR ISSUANCE AND LISTING ON THE
FRANKFURT STOCK EXCHANGE
11 PURCHASE OF PROSPECTUS AND LIABILITY Mgmt For For
INSURANCE FOR DIRECTORS, SUPERVISORS AND
SENIOR MANAGEMENT
12 AMENDMENTS TO THE COMPANY'S ARTICLES OF Mgmt For For
ASSOCIATION (APPLICABLE AFTER GDR LISTING)
13 AMENDMENTS TO THE COMPANY'S RULES OF Mgmt For For
PROCEDURE GOVERNING SHAREHOLDERS' GENERAL
MEETINGS (APPLICABLE AFTER GDR LISTING)
14 AMENDMENTS TO THE COMPANY'S RULES OF Mgmt For For
PROCEDURE GOVERNING THE BOARD MEETINGS
(APPLICABLE AFTER GDR LISTING)
15 AMENDMENTS TO THE COMPANY'S RULES OF Mgmt For For
PROCEDURE GOVERNING MEETINGS OF THE
SUPERVISORY COMMITTEE (APPLICABLE AFTER GDR
LISTING)
--------------------------------------------------------------------------------------------------------------------------
SANY HEAVY INDUSTRY CO LTD Agenda Number: 716880681
--------------------------------------------------------------------------------------------------------------------------
Security: Y75268105
Meeting Type: AGM
Meeting Date: 21-Apr-2023
Ticker:
ISIN: CNE000001F70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
4 2022 ANNUAL ACCOUNTS Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY1.60000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
6 2022 REMUNERATION FOR DIRECTORS AND Mgmt For For
SUPERVISORS
7 APPLICATION FOR CREDIT LINE TO BANKS Mgmt For For
8 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
9 SHAREHOLDER RETURN PLAN FOR THE NEXT THREE Mgmt For For
YEARS FROM 2023 TO 2025
10 REAPPOINTMENT OF 2023 AUDIT FIRM Mgmt For For
11 LAUNCHING FINANCIAL DERIVATIVES BUSINESS Mgmt For For
12 PURCHASE OF WEALTH MANAGEMENT PRODUCTS WITH Mgmt For For
IDLE PROPRIETARY FUNDS
13 APPLICATION FOR REGISTRATION AND ISSUANCE Mgmt For For
OF DEBT FINANCING INSTRUMENTS
14 2022 WORK REPORT OF INDEPENDENT DIRECTORS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SANY HEAVY INDUSTRY CO LTD Agenda Number: 717411576
--------------------------------------------------------------------------------------------------------------------------
Security: Y75268105
Meeting Type: EGM
Meeting Date: 30-Jun-2023
Ticker:
ISIN: CNE000001F70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2023 EMPLOYEE STOCK OWNERSHIP PLAN (DRAFT) Mgmt For For
AND ITS SUMMARY
2 MANAGEMENT MEASURES FOR 2023 EMPLOYEE STOCK Mgmt For For
OWNERSHIP PLAN
3 AUTHORIZATION TO THE BOARD TO HANDLE Mgmt For For
MATTERS REGARDING 2023 EMPLOYEE STOCK
OWNERSHIP PLAN
--------------------------------------------------------------------------------------------------------------------------
SHANGHAI INTERNATIONAL AIRPORT CO LTD Agenda Number: 716294638
--------------------------------------------------------------------------------------------------------------------------
Security: Y7682X100
Meeting Type: EGM
Meeting Date: 15-Nov-2022
Ticker:
ISIN: CNE000000V89
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CHANGE OF SOME PROJECTS FINANCED WITH Mgmt For For
RAISED FUNDS
2 INCREASE OF THE COMPANY'S REGISTERED Mgmt For For
CAPITAL
3 AMENDMENTS TO THE COMPANY'S ARTICLES OF Mgmt For For
ASSOCIATION
4 AMENDMENTS TO THE RULES OF PROCEDURE Mgmt For For
GOVERNING SHAREHOLDERS' GENERAL MEETINGS
5 AMENDMENTS TO THE RULES OF PROCEDURE Mgmt For For
GOVERNING THE BOARD MEETINGS
6 AMENDMENTS TO THE RULES OF PROCEDURE Mgmt For For
GOVERNING THE SUPERVISORY COMMITTEE
7 AMENDMENTS TO THE WORK RULES FOR THE Mgmt For For
SPECIAL COMMITTEE OF THE BOARD
--------------------------------------------------------------------------------------------------------------------------
SHANGHAI INTERNATIONAL AIRPORT CO LTD Agenda Number: 716445158
--------------------------------------------------------------------------------------------------------------------------
Security: Y7682X100
Meeting Type: EGM
Meeting Date: 30-Dec-2022
Ticker:
ISIN: CNE000000V89
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 BY-ELECTION OF INDEPENDENT DIRECTOR: WANG Mgmt For For
ZHIQIANG
--------------------------------------------------------------------------------------------------------------------------
SHANGHAI INTERNATIONAL AIRPORT CO LTD Agenda Number: 716525893
--------------------------------------------------------------------------------------------------------------------------
Security: Y7682X100
Meeting Type: EGM
Meeting Date: 30-Jan-2023
Ticker:
ISIN: CNE000000V89
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 BY-ELECTION OF DIRECTOR: CHEN WEILONG Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHANGHAI INTERNATIONAL AIRPORT CO LTD Agenda Number: 717184523
--------------------------------------------------------------------------------------------------------------------------
Security: Y7682X100
Meeting Type: AGM
Meeting Date: 20-Jun-2023
Ticker:
ISIN: CNE000000V89
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL ACCOUNTS Mgmt For For
4 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY0.00000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
5 APPOINTMENT OF 2023 FINANCIAL AUDIT FIRM Mgmt For For
6 APPOINTMENT OF 2023 INTERNAL CONTROL AUDIT Mgmt For For
FIRM
7 CONNECTED TRANSACTIONS BETWEEN A COMPANY Mgmt For For
AND ITS SUBSIDIARY AND ANOTHER COMPANY
8 ADJUSTMENT OF ANNUAL ALLOWANCE FOR Mgmt For For
INDEPENDENT DIRECTORS
9 ADJUSTMENT OF THE PERFORMANCE COMMITMENT Mgmt For For
PLAN FOR THE CONNECTED TRANSACTION
REGARDING ASSETS PURCHASE VIA SHARE
OFFERING AND MATCHING FUND RAISING
--------------------------------------------------------------------------------------------------------------------------
SIEMENS LTD Agenda Number: 716421324
--------------------------------------------------------------------------------------------------------------------------
Security: Y7934G137
Meeting Type: OTH
Meeting Date: 30-Dec-2022
Ticker:
ISIN: INE003A01024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF MR. DEEPAK S. PAREKH (DIN: Mgmt For For
00009078) AS A DIRECTOR OF THE COMPANY
2 APPOINTMENT OF MR. SHYAMAK R. TATA (DIN: Mgmt For For
07297729) AS AN INDEPENDENT DIRECTOR OF THE
COMPANY
3 APPROVAL OF TRANSACTIONS WITH SIEMENS Mgmt For For
AKTIENGESELLSCHAFT, GERMANY
4 APPROVAL OF TRANSACTIONS WITH SIEMENS Mgmt For For
ENERGY GLOBAL GMBH & CO. KG, GERMANY
--------------------------------------------------------------------------------------------------------------------------
SIEMENS LTD Agenda Number: 716551862
--------------------------------------------------------------------------------------------------------------------------
Security: Y7934G137
Meeting Type: AGM
Meeting Date: 14-Feb-2023
Ticker:
ISIN: INE003A01024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT: (A) THE Mgmt For For
AUDITED FINANCIAL STATEMENTS OF THE COMPANY
FOR THE FINANCIAL YEAR ENDED 30TH SEPTEMBER
2022, TOGETHER WITH THE REPORTS OF THE
DIRECTORS AND THE AUDITORS THEREON; AND (B)
THE AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 30TH SEPTEMBER 2022 AND THE
REPORT OF THE AUDITORS THEREON
2 TO DECLARE A DIVIDEND ON EQUITY SHARES FOR Mgmt For For
THE FINANCIAL YEAR 2021-22
3 TO APPOINT A DIRECTOR IN PLACE OF MR. TIM Mgmt For For
HOLT (DIN: 08742663), WHO RETIRES BY
ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF
FOR RE-APPOINTMENT
4 REVISION IN RANGE OF SALARY PACKAGE FOR MR. Mgmt For For
SUNIL MATHUR (DIN: 02261944), MANAGING
DIRECTOR AND CHIEF EXECUTIVE OFFICER OF THE
COMPANY
5 REVISION IN RANGE OF SALARY PACKAGE FOR DR. Mgmt For For
DANIEL SPINDLER (DIN: 08533833), EXECUTIVE
DIRECTOR AND CHIEF FINANCIAL OFFICER OF THE
COMPANY
6 PAYMENT OF REMUNERATION TO MESSRS R. Mgmt For For
NANABHOY & CO., COST ACCOUNTANTS (FIRM
REGISTRATION NO. 000010), THE COST AUDITORS
OF THE COMPANY FOR FY 2022-23
--------------------------------------------------------------------------------------------------------------------------
SK HYNIX INC Agenda Number: 716710822
--------------------------------------------------------------------------------------------------------------------------
Security: Y8085F100
Meeting Type: AGM
Meeting Date: 29-Mar-2023
Ticker:
ISIN: KR7000660001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2.1 ELECTION OF OUTSIDE DIRECTOR: HAN AE RA Mgmt For For
2.2 ELECTION OF OUTSIDE DIRECTOR: KIM JEONG WON Mgmt For For
2.3 ELECTION OF OUTSIDE DIRECTOR: JEONG DEOK Mgmt For For
GYUN
3.1 ELECTION OF AUDIT COMMITTEE MEMBER: HAN AE Mgmt For For
RA
3.2 ELECTION OF AUDIT COMMITTEE MEMBER: KIM Mgmt For For
JEONG WON
4 ELECTION OF NON PERMANENT DIRECTOR: BAK Mgmt For For
SEONG HA
5 APPROVAL OF REMUNERATION LIMIT FOR DIRECTOR Mgmt For For
CMMT 24 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT IN
RESOLUTION 4. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD Agenda Number: 717197835
--------------------------------------------------------------------------------------------------------------------------
Security: Y84629107
Meeting Type: AGM
Meeting Date: 06-Jun-2023
Ticker:
ISIN: TW0002330008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACCEPT 2022 BUSINESS REPORT AND Mgmt For For
FINANCIAL STATEMENTS.
2 TO APPROVE THE ISSUANCE OF EMPLOYEE Mgmt For For
RESTRICTED STOCK AWARDS FOR YEAR 2023.
3 TO REVISE THE PROCEDURES FOR ENDORSEMENT Mgmt For For
AND GUARANTEE.
4 IN ORDER TO REFLECT THE AUDIT COMMITTEE Mgmt For For
NAME CHANGE TO THE AUDIT AND RISK
COMMITTEE, TO REVISE THE NAME OF AUDIT
COMMITTEE IN THE FOLLOWING TSMC
POLICIES,(I). PROCEDURES FOR ACQUISITION OR
DISPOSAL OF ASSETS. (II). PROCEDURES FOR
FINANCIAL DERIVATIVES TRANSACTIONS. (III).
PROCEDURES FOR LENDING FUNDS TO OTHER
PARTIES. (IV). PROCEDURES FOR ENDORSEMENT
AND GUARANTEE.
--------------------------------------------------------------------------------------------------------------------------
TECHNIPFMC PLC Agenda Number: 935782157
--------------------------------------------------------------------------------------------------------------------------
Security: G87110105
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: FTI
ISIN: GB00BDSFG982
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Douglas J. Pferdehirt
1b. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Claire S. Farley
1c. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Eleazar de Carvalho Filho
1d. Election of Director for a term expiring at Mgmt Against Against
the Company's 2024 Annual General Meeting
of Shareholders: Robert G. Gwin
1e. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John O'Leary
1f. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Margareth ovrum
1g. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Kay G. Priestly
1h. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John Yearwood
1i. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Sophie Zurquiyah
2. 2022 U.S. Say-on-Pay for Named Executive Mgmt For For
Officers: To approve, as a non-binding
advisory resolution, the Company's named
executive officer compensation for the year
ended December 31, 2022, as reported in the
Company's Proxy Statement.
3. 2022 U.K. Directors' Remuneration Report: Mgmt For For
To approve, as a non-binding advisory
resolution, the Company's directors'
remuneration report for the year ended
December 31, 2022, as reported in the
Company's U.K. Annual Report and Accounts.
4. Receipt of U.K. Annual Report and Accounts: Mgmt For For
To receive the Company's audited U.K.
accounts for the year ended December 31,
2022, including the reports of the
directors and the auditor thereon.
5. Ratification of PwC as U.S. Auditor: To Mgmt For For
ratify the appointment of
PricewaterhouseCoopers LLP ("PwC") as the
Company's U.S. independent registered
public accounting firm for the year ending
December 31, 2023.
6. Reappointment of PwC as U.K. Statutory Mgmt For For
Auditor: To reappoint PwC as the Company's
U.K. statutory auditor under the U.K.
Companies Act 2006, to hold office from the
conclusion of the 2023 Annual General
Meeting of Shareholders until the next
annual general meeting of shareholders at
which accounts are laid.
7. Approval of U.K. Statutory Auditor Fees: To Mgmt For For
authorize the Board and/or the Audit
Committee to determine the remuneration of
PwC, in its capacity as the Company's U.K.
statutory auditor for the year ending
December 31, 2023.
8. Authority to Allot Equity Securities: To Mgmt For For
authorize the Board to allot equity
securities in the Company.
9. As a special resolution - Authority to Mgmt For For
Allot Equity Securities without Pre-emptive
Rights: Pursuant to the authority
contemplated by the resolution in Proposal
8, to authorize the Board to allot equity
securities without pre-emptive rights.
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD Agenda Number: 716954727
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0406/2023040601872.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0406/2023040601874.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS, THE DIRECTORS REPORT
AND THE INDEPENDENT AUDITORS REPORT FOR THE
YEAR ENDED 31 DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.A TO RE-ELECT MR JACOBUS PETRUS (KOOS) BEKKER Mgmt For For
AS DIRECTOR
3.B TO RE-ELECT PROFESSOR ZHANG XIULAN AS Mgmt For For
DIRECTOR
3.C TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS REMUNERATION
4 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE NEW SHARES (ORDINARY RESOLUTION 5
AS SET OUT IN THE NOTICE OF THE AGM)
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES (ORDINARY RESOLUTION 6
AS SET OUT IN THE NOTICE OF THE AGM)
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD Agenda Number: 717126634
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: EGM
Meeting Date: 17-May-2023
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401635.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1A TO APPROVE AND ADOPT THE 2023 SHARE OPTION Mgmt For For
SCHEME
1B TO APPROVE THE TRANSFER OF SHARE OPTIONS Mgmt For For
1C TO TERMINATE THE SHARE OPTION SCHEME Mgmt For For
ADOPTED BY THE COMPANY ON 17 MAY 2017
2 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (SHARE OPTION) UNDER THE 2023 SHARE
OPTION SCHEME
3 TO APPROVE AND ADOPT THE SERVICE PROVIDER Mgmt For For
SUB-LIMIT (SHARE OPTION) UNDER THE 2023
SHARE OPTION SCHEME
4A TO APPROVE AND ADOPT THE 2023 SHARE AWARD Mgmt For For
SCHEME
4B TO APPROVE THE TRANSFER OF SHARE AWARDS Mgmt For For
4C TO TERMINATE EACH OF THE SHARE AWARD Mgmt For For
SCHEMES ADOPTED BY THE COMPANY ON 13
NOVEMBER 2013 AND 25 NOVEMBER 2019
5 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (SHARE AWARD) UNDER THE 2023 SHARE
AWARD SCHEME
6 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (NEW SHARES SHARE AWARD) UNDER THE
2023 SHARE AWARD SCHEME
7 TO APPROVE AND ADOPT THE SERVICE PROVIDER Mgmt For For
SUB-LIMIT (NEW SHARES SHARE AWARD) UNDER
THE 2023 SHARE AWARD SCHEME
--------------------------------------------------------------------------------------------------------------------------
TOTVS SA Agenda Number: 716806065
--------------------------------------------------------------------------------------------------------------------------
Security: P92184103
Meeting Type: AGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: BRTOTSACNOR8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
1 REVIEWING THE COMPANY'S ACCOUNTS AS Mgmt For For
SUBMITTED BY ITS MANAGEMENT, AND ALSO
EXAMINE, DISCUSS, AND VOTE ON THE COMPANY'S
FINANCIAL STATEMENTS FOR THE FISCAL YEAR
ENDED ON DECEMBER 31, 2022
2 DECIDING ON THE CAPITAL BUDGETING FOR Mgmt For For
COMPLYING WITH ARTICLE 196 OF THE BRAZILIAN
CORPORATIONS ACT
3 DECIDING ON THE ALLOCATION OF NET INCOME Mgmt For For
FOR SUCH FISCAL YEAR AND ON THE
DISTRIBUTION OF DIVIDENDS, ACCORDING TO THE
MANAGEMENT PROPOSAL, UNDER THE FOLLOWING
TERMS, NET INCOME OF THE FISCAL YEAR 2022,
BRL 498,135,942.00. LEGAL RESERVE, BRL
24,906,797.10. INTEREST ON NET EQUITY,
STATED ON AUGUST 1, 2022, BRL
60,573,584.60. INTEREST ON NET EQUITY,
STATED ON DECEMBER 26, 2022, BRL
127,206,959.67. RETAINED EARNINGS RESERVE,
BRL 285,448,600.43
4 DETERMINING THE ANNUAL GLOBAL COMPENSATION Mgmt For For
OF THE MEMBERS OF BOTH THE BOARD OF
DIRECTORS AND THE BOARD OF EXECUTIVE
OFFICERS FOR FISCAL YEAR 2023, ACCORDING TO
THE MANAGEMENT PROPOSAL
5 DECIDING ON THE ELECTION OF A MEMBER FOR Mgmt For For
THE COMPANY'S BOARD OF DIRECTORS, APPOINTED
BY THE BOARD OF DIRECTORS AT A MEETING HELD
ON OCTOBER 7, 2022 IN VIEW OF THE
RESIGNATION OF A BOARD MEMBER, PURSUANT TO
ARTICLE 150 OF THE BRAZILIAN CORPORATIONS
ACT, TO FULFILL THE CURRENT TERM OF OFFICE
THAT WILL END AT THE 2024 ANNUAL GENERAL
MEETING
6 REGULATORY MATTER THAT IS NOT AN INTEGRAL Mgmt Abstain Against
PART OF THE MANAGEMENTS PROPOSAL. DO YOU
WISH TO REQUEST THAT A FISCAL COUNCIL,
SUPERVISORY BOARD, IS ESTABLISHED, PURSUANT
TO ART. 161 OF THE BRAZILIAN CORPORATIONS
ACT
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
TOTVS SA Agenda Number: 716815139
--------------------------------------------------------------------------------------------------------------------------
Security: P92184103
Meeting Type: EGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: BRTOTSACNOR8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 DECIDING ON THE PROPOSED AMENDMENTS TO THE Mgmt For For
COMPANY SHARE BASED INCENTIVE PLAN,
ACCORDING TO THE MANAGEMENT PROPOSAL
2 REGULATORY MATTER THAT IS NOT AN INTEGRAL Mgmt Abstain Against
PART OF THE MANAGEMENT PROPOSAL. DO YOU
WISH TO REQUEST THAT A FISCAL COUNCIL,
SUPERVISORY BOARD, IS ESTABLISHED, PURSUANT
TO ART. 161 OF THE BRAZILIAN CORPORATIONS
ACT
--------------------------------------------------------------------------------------------------------------------------
UNIVERSAL ROBINA CORP Agenda Number: 717046937
--------------------------------------------------------------------------------------------------------------------------
Security: Y9297P100
Meeting Type: AGM
Meeting Date: 15-May-2023
Ticker:
ISIN: PHY9297P1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 871280 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
1 PROOF OF NOTICE OF THE MEETING AND Mgmt For For
EXISTENCE OF A QUORUM
2 READING AND APPROVAL OF THE MINUTES OF THE Mgmt For For
ANNUAL MEETING OF THE STOCKHOLDERS HELD ON
MAY 11, 2022
3 PRESENTATION OF ANNUAL REPORT AND APPROVAL Mgmt For For
OF THE FINANCIAL STATEMENTS FOR THE
PRECEDING YEAR
4 ELECTION OF DIRECTOR: JAMES L. GO Mgmt Abstain Against
5 ELECTION OF DIRECTOR: LANCE Y. GOKONGWEI Mgmt Abstain Against
6 ELECTION OF DIRECTOR: PATRICK HENRY C. GO Mgmt For For
7 ELECTION OF DIRECTOR: JOHNSON ROBERT G. GO, Mgmt For For
JR
8 ELECTION OF DIRECTOR: IRWIN C. LEE Mgmt For For
9 ELECTION OF DIRECTOR: CESAR V. PURISIMA Mgmt For For
(INDEPENDENT DIRECTOR)
10 ELECTION OF DIRECTOR: RIZALINA G. MANTARING Mgmt For For
(INDEPENDENT DIRECTOR)
11 ELECTION OF DIRECTOR: CHRISTINE MARIE B. Mgmt For For
ANGCO (INDEPENDENT DIRECTOR)
12 ELECTION OF DIRECTOR: ANTONIO JOSE U. Mgmt For For
PERIQUET, JR. (INDEPENDENT DIRECTOR)
13 APPOINTMENT OF EXTERNAL AUDITOR: SYCIP Mgmt For For
GORRES VELAYO AND CO
14 RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For
DIRECTORS AND ITS COMMITTEES, OFFICERS AND
MANAGEMENT
15 CONSIDERATION OF SUCH OTHER MATTERS AS MAY Mgmt For Against
PROPERLY COME DURING THE MEETING
16 ADJOURNMENT Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 716727524
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: EGM
Meeting Date: 17-Mar-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THE DEMONSTRATION ANALYSIS REPORT Mgmt For For
CONCERNING THE SCHEME OF OFFERING A SHARES
TO SPECIFIC OBJECTS
2 REQUEST THE GENERAL MEETING OF SHAREHOLDERS Mgmt For For
TO FULLY AUTHORIZE THE BOARD OF DIRECTORS
AND ITS AUTHORIZED PERSONS TO HANDLE
MATTERS RELATED TO THE OFFERING OF A SHARES
TO SPECIFIC OBJECTS SHAREHOLDERS REGISTERED
AT THE DEPOSITORY AFTER THE CLOSE OF
TRADING ON 8MAR23 ARE ENTITLED TO VOTE
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 716832123
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: EGM
Meeting Date: 12-Apr-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 717093760
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: AGM
Meeting Date: 16-May-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL ACCOUNTS Mgmt For For
4 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY2.00000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
6 REAPPOINTMENT OF 2023 AUDIT FIRM Mgmt For For
7 REMUNERATION DISTRIBUTION PLAN FOR Mgmt For For
DIRECTORS
8 REMUNERATION DISTRIBUTION PLAN FOR Mgmt For For
SUPERVISORS
9 REPURCHASE AND CANCELLATION OF SOME Mgmt For For
RESTRICTED STOCKS UNDER 2022 RESTRICTED
STOCK INCENTIVE PLAN
10 CHANGE OF THE REGISTERED CAPITAL AND Mgmt For For
AMENDMENTS TO THE ARTICLES OF ASSOCIATION
OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 717154013
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: EGM
Meeting Date: 31-May-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 RESTRICTED STOCK INCENTIVE PLAN Mgmt For For
(REVISED DRAFT) AND ITS SUMMARY
2 APPRAISAL MANAGEMENT MEASURES FOR Mgmt For For
IMPLEMENTATION OF THE 2022 RESTRICTED STOCK
INCENTIVE PLAN (REVISED)
--------------------------------------------------------------------------------------------------------------------------
WAL-MART DE MEXICO SAB DE CV Agenda Number: 716760790
--------------------------------------------------------------------------------------------------------------------------
Security: P98180188
Meeting Type: AGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: MX01WA000038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1.A APPROVE REPORT OF AUDIT AND CORPORATE Mgmt For For
PRACTICES COMMITTEES
2.1.B APPROVE CEO'S REPORT AND BOARD OPINION ON Mgmt For For
CEO'S REPORT
3.1.C APPROVE BOARD OF DIRECTORS' REPORT Mgmt For For
4.1.D APPROVE REPORT RE: EMPLOYEE STOCK PURCHASE Mgmt For For
PLAN
5.2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
6.3 APPROVE ALLOCATION OF INCOME AND ORDINARY Mgmt For For
DIVIDEND OF MXN 1.12 PER SHARE AND
EXTRAORDINARY DIVIDEND OF MXN 1.57 PER
SHARE
7.4 APPROVE REPORT ON SHARE REPURCHASE RESERVES Mgmt For For
8.5 ELECT OR RATIFY DIRECTORS AND CHAIRMAN OF Mgmt For For
AUDIT AND CORPORATE PRACTICES COMMITTEES
AND APPROVE THEIR REMUNERATION
9.6 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
CMMT 10 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
WEG SA Agenda Number: 716825089
--------------------------------------------------------------------------------------------------------------------------
Security: P9832B129
Meeting Type: AGM
Meeting Date: 25-Apr-2023
Ticker:
ISIN: BRWEGEACNOR0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
1 EXAMINATION, DISCUSSION AND VOTING ON THE Mgmt For For
MANAGEMENT REPORT, FINANCIAL STATEMENTS,
INDEPENDENT AUDIT REPORT, FISCAL COUNCIL
OPINION AND OTHER DOCUMENTS RELATED TO THE
FISCAL YEAR ENDED ON DECEMBER 31, 2022
2 APPROVAL ON THE ALLOCATION OF THE NET Mgmt For For
EARNINGS OF THE FISCAL YEAR AND THE CAPITAL
BUDGET FOR 2023 AS PROPOSED BY THE BOARD OF
DIRECTORS, AS WELL AS RATIFICATION OF THE
DISTRIBUTION OF DIVIDENDS AND INTEREST ON
STOCKHOLDERS EQUITY IN ACCORDANCE WITH
RESOLUTIONS ALREADY TAKEN AT THE BOARD OF
DIRECTORS MEETINGS
3 DECIDE UPON MANAGEMENTS ANNUAL GLOBAL Mgmt For For
REMUNERATION
4 ELECTION OF THE FISCAL BOARD BY SINGLE Mgmt For For
GROUP OF CANDIDATES. NOMINATION OF ALL THE
NAMES THAT COMPOSE THE SLATE. PATRICIA
VALENTE STIERLI, EFFECTIVE, GIULIANO
BARBATO WOLF, SUBSTITUTE. VANDERLEI
DOMINGUEZ DA ROSA, EFFECTIVE, PAULO ROBERTO
FRANCESCHI, SUBSTITUTE
5 IF ONE OF THE CANDIDATES OF THE SLATE Mgmt Against Against
LEAVES IT, TO ACCOMMODATE THE SEPARATE
ELECTION REFERRED TO IN ARTICLES 161,
PARAGRAPH 4, AND 240 OF LAW 6404, OF 1976,
CAN THE VOTES CORRESPONDING TO YOUR SHARES
CONTINUE TO BE CONFERRED TO THE SAME SLATE
6 SEPARATE ELECTION OF THE FISCAL COUNCIL, Mgmt For For
COMMON SHARES. NOMINATION OF CANDIDATES TO
THE FISCAL COUNCIL BY MINORITY SHAREHOLDERS
WITH VOTING RIGHTS, THE SHAREHOLDER MUST
FILL THIS FIELD IF THE GENERAL ELECTION
FIELD WAS LEFT IN BLANK. LUCIA MARIA
MARTINS CASASANTA, EFFECTIVE, SILVIA MAURA
RODRIGUES PEREIRA, SUBSTITUTE
7 DECIDE UPON FISCAL COUNCIL MEMBERS Mgmt For For
REMUNERATION
8 APPROVAL OF THE NEWSPAPERS FOR PUBLICATION Mgmt For For
OF LEGAL ACTS
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
WEG SA Agenda Number: 716822754
--------------------------------------------------------------------------------------------------------------------------
Security: P9832B129
Meeting Type: EGM
Meeting Date: 25-Apr-2023
Ticker:
ISIN: BRWEGEACNOR0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 EXAMINATION, DISCUSSION AND VOTING ON THE Mgmt For For
PROPOSAL OF THE BOARD OF DIRECTORS DEALING
WITH AMENDMENTS TO THE BYLAWS, PARAGRAPHS
2, 6 AND 7 OF ARTICLE 17 AND PARAGRAPH 4 OF
ARTICLE 36, TO ACCOMMODATE ADJUSTMENTS
RELATED TO THE NOVO MERCADO RULES, AS WELL
AS, TO EXPAND THE POSSIBILITIES OF
PROHIBITING THE POSSIBILITY OF ACCUMULATION
OF POSITIONS BETWEEN MEMBERS OF THE BOARD
OF DIRECTORS AND OTHER MEMBERS OF THE
COMPANYS MANAGEMENT
2 CONSOLIDATION OF THE BYLAWS TO INCLUDE THE Mgmt For For
RESOLUTIONS APPROVED BY THE MEETING IN
RELATION TO THE PREVIOUS TOPICS
--------------------------------------------------------------------------------------------------------------------------
WUXI BIOLOGICS (CAYMAN) INC. Agenda Number: 717276934
--------------------------------------------------------------------------------------------------------------------------
Security: G97008117
Meeting Type: AGM
Meeting Date: 27-Jun-2023
Ticker:
ISIN: KYG970081173
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 05 JUN 2023: PLEASE NOTE THAT THE COMPANY Non-Voting
NOTICE AND PROXY FORM ARE AVAILABLE BY
CLICKING ON THE URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0602/2023060202465.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0602/2023060202483.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0602/2023060202471.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY AND ITS
SUBSIDIARIES AND THE REPORTS OF THE
DIRECTORS AND OF THE INDEPENDENT AUDITOR OF
THE COMPANY FOR THE YEAR ENDED DECEMBER 31,
2022
2.A TO RE-ELECT DR. GE LI AS NON-EXECUTIVE Mgmt For For
DIRECTOR
2.B TO RE-ELECT DR. ZHISHENG CHEN AS EXECUTIVE Mgmt For For
DIRECTOR
2.C TO RE-ELECT MR. KENNETH WALTON HITCHNER III Mgmt For For
AS INDEPENDENT NON-EXECUTIVE DIRECTOR
2.D TO RE-ELECT MR. JACKSON PETER TAI AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
3 TO AUTHORIZE THE BOARD OF DIRECTORS OR ANY Mgmt For For
DULY AUTHORIZED BOARD COMMITTEE TO FIX THE
DIRECTORS REMUNERATION FOR THE YEAR ENDING
DECEMBER 31, 2023
4 TO RE-APPOINT MESSRS. DELOITTE TOUCHE Mgmt For For
TOHMATSU AS AUDITORS AND TO AUTHORIZE THE
BOARD OF DIRECTORS OR ANY DULY AUTHORIZED
BOARD COMMITTEE TO FIX THEIR REMUNERATION
5.A TO APPROVE AND ADOPT THE PROPOSED Mgmt For For
AMENDMENTS TO THE SCHEME (AS DEFINED IN THE
NOTICE CONVENING THE AGM), AND TO AUTHORIZE
THE DIRECTORS TO DO ALL THINGS NECESSARY OR
EXPEDIENT TO IMPLEMENT THE AMENDED AND
RESTATED RESTRICTED SHARE AWARD SCHEME OF
THE COMPANY WHICH INCORPORATES THE PROPOSED
AMENDMENTS TO THE SCHEME
5.B TO APPROVE AND ADOPT THE PROPOSED Mgmt For For
AMENDMENTS TO THE PROGRAM (AS DEFINED IN
THE NOTICE CONVENING THE AGM), AND TO
AUTHORIZE THE DIRECTORS TO DO ALL THINGS
NECESSARY OR EXPEDIENT TO IMPLEMENT THE
AMENDED AND RESTATED SHARE AWARD SCHEME FOR
GLOBAL PARTNER PROGRAM OF THE COMPANY WHICH
INCORPORATES THE PROPOSED AMENDMENTS TO THE
PROGRAM
6 TO APPROVE THE ADOPTION OF SCHEME MANDATE Mgmt For For
LIMIT (AS DEFINED IN THE NOTICE CONVENING
THE AGM)
7 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE, ALLOT AND DEAL WITH THE SHARES OF
THE COMPANY
8 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE THE SHARES OF THE COMPANY
9 TO APPROVE THE ADOPTION OF THIRD AMENDED Mgmt For For
AND RESTATED MEMORANDUM AND ARTICLES OF
ASSOCIATION OF THE COMPANY, WHICH CONTAIN
THE PROPOSED AMENDMENTS TO THE EXISTING
MEMORANDUM AND ARTICLES OF ASSOCIATION (AS
DEFINED IN THE NOTICE CONVENING THE AGM) AS
SET OUT IN APPENDIX IV OF THE CIRCULAR OF
THE COMPANY DATED MAY 23, 2023, IN
SUBSTITUTION FOR, AND TO THE EXCLUSION OF,
THE EXISTING MEMORANDUM AND ARTICLES OF
ASSOCIATION.
CMMT 05 JUN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE OF THE MEETING DATE
FROM 15 JUN 2023 TO 27 JUN 2023 AND CHANGE
OF THE RECORD DATE FROM 09 JUN 2023 TO 20
JUN 2023 AND MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
YTO EXPRESS GROUP CO LTD Agenda Number: 716136684
--------------------------------------------------------------------------------------------------------------------------
Security: Y1963V107
Meeting Type: EGM
Meeting Date: 14-Oct-2022
Ticker:
ISIN: CNE0000012J8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 REMUNERATION PLAN FOR DIRECTORS Mgmt For For
2 REMUNERATION PLAN FOR SUPERVISORS Mgmt For For
3 AMENDMENTS TO THE ARTICLES OF ASSOCIATIONS Mgmt For For
OF THE COMPANY
4 AMENDMENTS TO THE RULES OF PROCEDURE Mgmt For For
GOVERNING THE GENERAL MEETING OF
SHAREHOLDERS
5 AMENDMENTS TO THE COMPANY'S RULES OF Mgmt For For
PROCEDURE GOVERNING THE BOARD MEETINGS
6 AMENDMENTS TO THE WORK SYSTEM OF Mgmt For For
INDEPENDENT DIRECTORS
7 AMENDMENTS TO THE CONNECTED TRANSACTIONS Mgmt For For
MANAGEMENT SYSTEM
8 AMENDMENTS TO THE RAISED FUNDS MANAGEMENT Mgmt For For
SYSTEM
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 9.1 THROUGH 9.6 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
9.1 ELECTION OF NON-INDEPENDENT DIRECTOR: YU Mgmt For For
HUIJIAO
9.2 ELECTION OF NON-INDEPENDENT DIRECTOR: ZHANG Mgmt For For
XIAOJUAN
9.3 ELECTION OF NON-INDEPENDENT DIRECTOR: PAN Mgmt For For
SHUIMIAO
9.4 ELECTION OF NON-INDEPENDENT DIRECTOR: ZHANG Mgmt For For
YIZHONG
9.5 ELECTION OF NON-INDEPENDENT DIRECTOR: HU Mgmt For For
XIAO
9.6 ELECTION OF NON-INDEPENDENT DIRECTOR: YU Mgmt For For
SHILUN
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 10.1 THROUGH 10.3 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
10.1 ELECTION OF INDEPENDENT DIRECTOR: HUANG Mgmt For For
YAJUN
10.2 ELECTION OF INDEPENDENT DIRECTOR: DONG JING Mgmt For For
10.3 ELECTION OF INDEPENDENT DIRECTOR: XU JUNLI Mgmt For For
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 11.1 THROUGH 11.2 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
11.1 ELECTION OF SUPERVISOR: WANG LIFU Mgmt For For
11.2 ELECTION OF SUPERVISOR: ZHAO HAIYAN Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
YTO EXPRESS GROUP CO LTD Agenda Number: 716545439
--------------------------------------------------------------------------------------------------------------------------
Security: Y1963V107
Meeting Type: EGM
Meeting Date: 07-Feb-2023
Ticker:
ISIN: CNE0000012J8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
--------------------------------------------------------------------------------------------------------------------------
YUM CHINA HOLDINGS INC Agenda Number: 715979021
--------------------------------------------------------------------------------------------------------------------------
Security: 98850P109
Meeting Type: SGM
Meeting Date: 11-Oct-2022
Ticker:
ISIN: US98850P1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0815/2022081501714.pdf
1 TO APPROVE THE BOARDS CONTINUING AUTHORITY Mgmt For For
TO APPROVE THE COMPANY'S ISSUANCE OF SHARES
OF ITS COMMON STOCK OR SECURITIES
CONVERTIBLE INTO COMMON STOCK IN AN AMOUNT
NOT TO EXCEED 20% OF THE TOTAL NUMBER OF
OUTSTANDING SHARES OF COMMON STOCK OF THE
COMPANY AS OF THE DATE OF THE SPECIAL
MEETING, AND EFFECTIVE FROM THE PRIMARY
CONVERSION EFFECTIVE DATE UNTIL THE EARLIER
OF THE DATE THE NEXT ANNUAL MEETING IS HELD
OR JUNE 26, 2023
2 TO APPROVE THE BOARDS CONTINUING AUTHORITY Mgmt For For
TO APPROVE THE COMPANY'S REPURCHASE OF
SHARES OF ITS COMMON STOCK IN AN AMOUNT NOT
TO EXCEED 10% OF THE TOTAL NUMBER OF
OUTSTANDING SHARES OF COMMON STOCK OF THE
COMPANY AS OF THE DATE OF THE SPECIAL
MEETING, AND EFFECTIVE FROM THE PRIMARY
CONVERSION EFFECTIVE DATE UNTIL THE EARLIER
OF THE DATE THE NEXT ANNUAL MEETING IS HELD
OR JUNE 26, 2023
3 TO APPROVE THE YUM CHINA HOLDINGS, INC. Mgmt For For
2022 LONG TERM INCENTIVE PLAN
--------------------------------------------------------------------------------------------------------------------------
YUM CHINA HOLDINGS INC Agenda Number: 716834595
--------------------------------------------------------------------------------------------------------------------------
Security: 98850P109
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: US98850P1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.A ELECTION OF DIRECTOR: FRED HU Mgmt For For
1.B ELECTION OF DIRECTOR: JOEY WAT Mgmt For For
1.C ELECTION OF DIRECTOR: PETER A. BASSI Mgmt For For
1.D ELECTION OF DIRECTOR: EDOUARD ETTEDGUI Mgmt For For
1.E ELECTION OF DIRECTOR: RUBY LU Mgmt For For
1.F ELECTION OF DIRECTOR: ZILI SHAO Mgmt For For
1.G ELECTION OF DIRECTOR: WILLIAM WANG Mgmt For For
1.H ELECTION OF DIRECTOR: MIN (JENNY) ZHANG Mgmt For For
1.I ELECTION OF DIRECTOR: CHRISTINA XIAOJING Mgmt For For
ZHU
2 APPROVAL AND RATIFICATION OF THE Mgmt For For
APPOINTMENT OF KPMG HUAZHEN LLP AND KPMG AS
THE COMPANY'S INDEPENDENT AUDITORS FOR 2023
3 ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
CMMT PLEASE NOTE YOU CAN ONLY VOTE FOR ONE YEAR, Non-Voting
TWO YEAR, THREE YEARS OR ABSTAIN. PLEASE
SELECT 'FOR' ON ONE OF THE FOLLOWING THREE
ANNUAL OPTIONS TO PLACE A VOTE FOR THAT
FREQUENCY. IF YOU VOTE FOR 'ABSTAIN' OR
AGAINST IN ANY OF THE 'YEAR' OPTIONS WE
WILL REGISTER A VOTE OF ABSTAIN ON YOUR
BEHALF. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED. THE BOARD OF
DIRECTORS RECOMMENDS YOU VOTE 1 YEAR
4.1 ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt For For
ADVISORY VOTE ON EXECUTIVE COMPENSATION:
PLEASE VOTE "FOR" ON THIS RESOLUTION TO
APPROVE 1 YEAR
4.2 ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt No vote
ADVISORY VOTE ON EXECUTIVE COMPENSATION:
PLEASE VOTE "FOR" ON THIS RESOLUTION TO
APPROVE 2 YEARS
4.3 ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt No vote
ADVISORY VOTE ON EXECUTIVE COMPENSATION:
PLEASE VOTE "FOR" ON THIS RESOLUTION TO
APPROVE 3 YEAR
4.4 ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt No vote
ADVISORY VOTE ON EXECUTIVE COMPENSATION:
PLEASE VOTE "FOR" ON THIS RESOLUTION TO
APPROVE ABSTAIN
5 VOTE TO AUTHORIZE THE BOARD OF DIRECTORS TO Mgmt For For
ISSUE SHARES UP TO 20% OF OUTSTANDING
SHARES
6 VOTE TO AUTHORIZE THE BOARD OF DIRECTORS TO Mgmt For For
REPURCHASE SHARES UP TO 10% OF OUTSTANDING
SHARES
--------------------------------------------------------------------------------------------------------------------------
ZIJIN MINING GROUP CO LTD Agenda Number: 716450654
--------------------------------------------------------------------------------------------------------------------------
Security: Y9892H107
Meeting Type: EGM
Meeting Date: 30-Dec-2022
Ticker:
ISIN: CNE100000502
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1219/2022121900378.pdf
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1212/2022121200545.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1219/2022121900386.pdf
1 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO CHANGE IN REGISTERED SHARE
CAPITAL AND AMENDMENTS TO THE ARTICLES OF
ASSOCIATION OF THE COMPANY
2 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO PROVISION FOR GUARANTEES
3 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO AMENDMENTS TO THE INDEPENDENT
DIRECTORS' RULES
4 TO CONSIDER AND APPROVE THE REMUNERATION Mgmt For For
AND ASSESSMENT PROPOSAL OF DIRECTORS AND
SUPERVISORS OF THE EIGHTH TERM
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 5.1 THROUGH 5.7 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
5.1 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. CHEN JINGHE
(EXECUTIVE DIRECTOR)
5.2 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. ZOU LAICHANG
(EXECUTIVE DIRECTOR)
5.3 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. LIN HONGFU
(EXECUTIVE DIRECTOR)
5.4 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MS. LIN HONGYING
(EXECUTIVE DIRECTOR)
5.5 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. XIE XIONGHUI
(EXECUTIVE DIRECTOR)
5.6 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. WU JIANHUI
(EXECUTIVE DIRECTOR)
5.7 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF NON-INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. LI JIAN
(NON-EXECUTIVE DIRECTOR)
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 6.1 THROUGH 6.6 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
6.1 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. HE FULONG
6.2 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. MAO JINGWEN
6.3 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. LI CHANGQING
6.4 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. SUEN MAN TAK
6.5 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MR. BO SHAO CHUAN
6.6 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF INDEPENDENT
DIRECTOR OF THE EIGHTH TERM OF THE BOARD OF
DIRECTORS OF THE COMPANY: MS. WU XIAOMIN
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 7.1 THROUGH 7.3 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
7.1 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF SUPERVISOR OF
THE EIGHTH TERM OF THE SUPERVISORY
COMMITTEE OF THE COMPANY: MR. LIN SHUIQING
7.2 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF SUPERVISOR OF
THE EIGHTH TERM OF THE SUPERVISORY
COMMITTEE OF THE COMPANY: MS. LIN YAN
7.3 TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ELECTION OF SUPERVISOR OF
THE EIGHTH TERM OF THE SUPERVISORY
COMMITTEE OF THE COMPANY: MR. QIU SHUJIN
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 831270 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED IF VOTE
DEADLINE EXTENSIONS ARE GRANTED. THEREFORE
PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE
EXTENSIONS ARE NOT GRANTED IN THE MARKET,
THIS MEETING WILL BE CLOSED AND YOUR VOTE
INTENTIONS ON THE ORIGINAL MEETING WILL BE
APPLICABLE. PLEASE ENSURE VOTING IS
SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL
MEETING, AND AS SOON AS POSSIBLE ON THIS
NEW AMENDED MEETING. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ZIJIN MINING GROUP CO LTD Agenda Number: 717129123
--------------------------------------------------------------------------------------------------------------------------
Security: Y9892H107
Meeting Type: CLS
Meeting Date: 25-May-2023
Ticker:
ISIN: CNE100000502
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: TYPE OF SECURITIES TO BE ISSUED
1.2 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: SIZE OF THE ISSUANCE
1.3 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: PAR VALUE AND ISSUE PRICE
1.4 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: TERM OF THE A SHARE CONVERTIBLE
CORPORATE BONDS
1.5 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: COUPON RATE OF THE A SHARE
CONVERTIBLE CORPORATE BONDS
1.6 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: TIMING AND METHOD OF PRINCIPAL
REPAYMENT AND INTEREST PAYMENT
1.7 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: CONVERSION PERIOD
1.8 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: DETERMINATION AND ADJUSTMENT OF
THE CONVERSION PRICE
1.9 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: TERMS OF DOWNWARD ADJUSTMENT TO
CONVERSION PRICE
1.10 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: METHOD FOR DETERMINING THE NUMBER
OF A SHARES TO BE CONVERTED AND TREATMENT
FOR REMAINING BALANCE OF THE A SHARE
CONVERTIBLE CORPORATE BONDS WHICH IS
INSUFFICIENT TO BE CONVERTED INTO ONE A
SHARE
1.11 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: TERMS OF REDEMPTION
1.12 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: TERMS OF SALE BACK
1.13 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: ENTITLEMENT TO DIVIDEND IN THE
YEAR OF CONVERSION
1.14 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: METHOD OF THE ISSUANCE AND TARGET
SUBSCRIBERS
1.15 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: SUBSCRIPTION ARRANGEMENT FOR THE
EXISTING A SHAREHOLDERS
1.16 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: RELEVANT MATTERS OF THE
BONDHOLDERS MEETINGS
1.17 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: USE OF PROCEEDS RAISED
1.18 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: RATING
1.19 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: MANAGEMENT AND DEPOSIT FOR THE
PROCEEDS RAISED
1.20 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: GUARANTEE AND SECURITY
1.21 TO CONSIDER AND APPROVE THE PROPOSAL ON THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY: VALIDITY PERIOD OF THE RESOLUTION
OF THE ISSUANCE
2 TO CONSIDER AND APPROVE THE PLAN OF THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS OF THE COMPANY (REVISED
DRAFT)
3 TO CONSIDER AND APPROVE THE PROPOSAL TO THE Mgmt For For
SHAREHOLDERS GENERAL MEETINGS IN RELATION
TO THE AUTHORISATION TO THE BOARD OF
DIRECTORS OR ITS AUTHORISED PERSONS TO
HANDLE ALL THE MATTERS RELATING TO THE
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS OF THE COMPANY
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0425/2023042500821.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0425/2023042500975.pdf
--------------------------------------------------------------------------------------------------------------------------
ZIJIN MINING GROUP CO LTD Agenda Number: 717164280
--------------------------------------------------------------------------------------------------------------------------
Security: Y9892H107
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: CNE100000502
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0425/2023042500731.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0425/2023042500920.pdf
1 "TO CONSIDER AND APPROVE THE REPORT OF THE Mgmt For For
BOARD OF DIRECTORS OF THE COMPANY FOR 2022"
2 "TO CONSIDER AND APPROVE THE REPORT OF THE Mgmt For For
INDEPENDENT DIRECTORS OF THE COMPANY FOR
2022"
3 "TO CONSIDER AND APPROVE THE REPORT OF THE Mgmt For For
SUPERVISORY COMMITTEE OF THE COMPANY FOR
2022"
4 "TO CONSIDER AND APPROVE THE COMPANY'S 2022 Mgmt For For
ANNUAL REPORT AND ITS SUMMARY REPORT"
5 "TO CONSIDER AND APPROVE THE COMPANY'S Mgmt For For
FINANCIAL REPORT FOR THE YEAR ENDED 31
DECEMBER 2022"
6 "TO CONSIDER AND APPROVE THE PROFIT Mgmt For For
DISTRIBUTION PROPOSAL OF THE COMPANY FOR
THE YEAR ENDED 31 DECEMBER 2022"
7 "TO CONSIDER AND APPROVE THE CALCULATION Mgmt For For
AND DISTRIBUTION PROPOSAL FOR THE
REMUNERATION OF THE EXECUTIVE DIRECTORS AND
CHAIRMAN OF THE SUPERVISORY COMMITTEE OF
THE SEVENTH TERM FOR THE YEAR ENDED 31
DECEMBER 2022"
8 "TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO REAPPOINTMENT OF AUDITOR FOR
THE YEAR ENDING 31 DECEMBER 2023"
9 "TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO A GENERAL MANDATE TO ISSUE DEBT
FINANCING INSTRUMENTS"
10 "TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE ARRANGEMENT OF GUARANTEES
FOR THE YEAR 2023
11 "TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE SATISFACTION OF THE
CONDITIONS FOR THE PUBLIC ISSUANCE OF A
SHARE CONVERTIBLE CORPORATE BONDS OF THE
COMPANY"
12.1 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": TYPE OF SECURITIES TO BE ISSUED
12.2 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": SIZE OF THE ISSUANCE
12.3 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": PAR VALUE AND ISSUE PRICE
12.4 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": TERM OF THE A SHARE CONVERTIBLE
CORPORATE BONDS
12.5 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": COUPON RATE OF THE A SHARE
CONVERTIBLE CORPORATE BONDS
12.6 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": TIMING AND METHOD OF PRINCIPAL
REPAYMENT AND INTEREST PAYMENT
12.7 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": CONVERSION PERIOD
12.8 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": DETERMINATION AND ADJUSTMENT OF
THE CONVERSION PRICE
12.9 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": TERMS OF DOWNWARD ADJUSTMENT TO
CONVERSION PRICE
12.10 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": METHOD FOR DETERMINING THE NUMBER
OF A SHARES TO BE CONVERTED AND TREATMENT
FOR REMAINING BALANCE OF THE A SHARE
CONVERTIBLE CORPORATE BONDS WHICH IS
INSUFFICIENT TO BE CONVERTED INTO ONE A
SHARE
12.11 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": TERMS OF REDEMPTION
12.12 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": TERMS OF SALE BACK
12.13 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": ENTITLEMENT TO DIVIDEND IN THE
YEAR OF CONVERSION
12.14 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": METHOD OF THE ISSUANCE AND TARGET
SUBSCRIBERS
12.15 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": SUBSCRIPTION ARRANGEMENT FOR THE
EXISTING A SHAREHOLDERS
12.16 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": RELEVANT MATTERS OF THE
BONDHOLDERS' MEETINGS
12.17 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": USE OF PROCEEDS RAISED
12.18 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": RATING
12.19 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": MANAGEMENT AND DEPOSIT FOR THE
PROCEEDS RAISED
12.20 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": GUARANTEE AND SECURITY
12.21 "TO CONSIDER AND APPROVE THE PROPOSAL ON Mgmt For For
THE PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS FOR THE YEAR 2022 OF THE
COMPANY": VALIDITY PERIOD OF THE RESOLUTION
OF THE ISSUANCE
13 "TO CONSIDER AND APPROVE THE DEMONSTRATION Mgmt For For
AND ANALYSIS REPORT IN RELATION TO THE
PROPOSAL ON THE PUBLIC ISSUANCE OF A SHARE
CONVERTIBLE CORPORATE BONDS OF THE COMPANY"
14 "TO CONSIDER AND APPROVE THE PLAN OF THE Mgmt For For
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS OF THE COMPANY (REVISED
DRAFT)"
15 "TO CONSIDER AND APPROVE THE FEASIBILITY Mgmt For For
REPORT ON THE USE OF PROCEEDS RAISED IN THE
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS OF THE COMPANY (REVISED
DRAFT)"
16 "TO CONSIDER AND APPROVE THE REPORT ON THE Mgmt For For
USE OF PROCEEDS PREVIOUSLY RAISED OF THE
COMPANY"
17 "TO CONSIDER AND APPROVE THE RECOVERY Mgmt For For
MEASURES AND UNDERTAKINGS BY RELEVANT
PARTIES IN RELATION TO DILUTIVE IMPACT ON
IMMEDIATE RETURNS OF THE PUBLIC ISSUANCE OF
A SHARE CONVERTIBLE CORPORATE BONDS OF THE
COMPANY (REVISED DRAFT)"
18 "TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO FORMULATION OF RULES FOR A
SHARE CONVERTIBLE CORPORATE BONDHOLDERS'
MEETINGS OF THE COMPANY"
19 "TO CONSIDER AND APPROVE THE PROPOSAL IN Mgmt For For
RELATION TO THE POSSIBLE CONNECTED
TRANSACTIONS OF SUBSCRIPTIONS OF A SHARE
CONVERTIBLE CORPORATE BONDS UNDER THE
PUBLIC ISSUANCE BY THE COMPANY'S CONNECTED
PERSONS"
20 "TO CONSIDER AND APPROVE THE PROPOSAL TO Mgmt For For
THE SHAREHOLDERS' GENERAL MEETINGS IN
RELATION TO THE AUTHORISATION TO THE BOARD
OF DIRECTORS OR ITS AUTHORISED PERSONS TO
HANDLE ALL THE MATTERS RELATING TO THE
PUBLIC ISSUANCE OF A SHARE CONVERTIBLE
CORPORATE BONDS OF THE COMPANY"
Calamos Global Convertible Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
Calamos Global Equity Fund
--------------------------------------------------------------------------------------------------------------------------
AAON, INC. Agenda Number: 935794099
--------------------------------------------------------------------------------------------------------------------------
Security: 000360206
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: AAON
ISIN: US0003602069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term ending in Mgmt For For
2026: Caron A. Lawhorn
1b. Election of Director for a term ending in Mgmt For For
2026: Stephen O. LeClair
1c. Election of Director for a term ending in Mgmt For For
2026: David R. Stewart
2. Proposal to approve, on an advisory basis, Mgmt For For
a resolution on the compensation of AAON's
named executive officers as set forth in
the Proxy Statement.
3. Proposal to ratify Grant Thornton LLP as Mgmt For For
the independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ADYEN N.V. Agenda Number: 716854408
--------------------------------------------------------------------------------------------------------------------------
Security: N3501V104
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: NL0012969182
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. OPENING AND ANNOUNCEMENTS Non-Voting
2.a. ANNUAL REPORT FOR THE FINANCIAL YEAR 2022 Non-Voting
2.b. ADOPTION OF THE ANNUAL ACCOUNTS FOR THE Mgmt For For
FINANCIAL YEAR 2022
2.c. DIVIDEND POLICY AND RESERVATION OF PROFITS Non-Voting
2.d. ADVISE ON THE REMUNERATION REPORT OVER THE Mgmt For For
FINANCIAL YEAR 2022 (ADVISORY VOTING ITEM)
2.e. DETERMINATION OF THE REMUNERATION POLICY Mgmt For For
FOR THE MANAGEMENT BOARD
2.f. DETERMINATION OF THE REMUNERATION POLICY Mgmt For For
FOR THE SUPERVISORY BOARD
2.g. APPROVAL OF AN INCREASED CAP ON VARIABLE Mgmt For For
REMUNERATION FOR STAFF MEMBERS WHO
PREDOMINANTLY PERFORM THEIR WORK OUTSIDE
THE EUROPEAN ECONOMIC AREA TO 200% OF FIXED
REMUNERATION
3. DISCHARGE OF THE MANAGEMENT BOARD MEMBERS Mgmt For For
4. DISCHARGE OF THE SUPERVISORY BOARD MEMBERS Mgmt For For
5. REAPPOINTMENT OF INGO UYTDEHAAGE AS MEMBER Mgmt For For
OF THE MANAGEMENT BOARD WITH THE TITLE
CO-CHIEF EXECUTIVE OFFICER
6. REAPPOINTMENT OF MARIETTE SWART AS MEMBER Mgmt For For
OF THE MANAGEMENT BOARD WITH THE TITLE
CHIEF RISK AND COMPLIANCE OFFICER
7. APPOINTMENT OF BROOKE NAYDEN AS MEMBER OF Mgmt For For
THE MANAGEMENT BOARD WITH THE TITLE CHIEF
HUMAN RESOURCES OFFICER
8. APPOINTMENT OF ETHAN TANDOWSKY AS MEMBER OF Mgmt For For
THE MANAGEMENT BOARD WITH THE TITLE CHIEF
FINANCIAL OFFICER
9. REAPPOINTMENT OF PAMELA JOSEPH AS MEMBER OF Mgmt For For
THE SUPERVISORY BOARD
10. REAPPOINTMENT OF JOEP VAN BEURDEN AS MEMBER Mgmt For For
OF THE SUPERVISORY BOARD
11. AMENDMENT TO THE ARTICLES OF ASSOCIATION OF Mgmt For For
THE COMPANY
12. AUTHORITY TO ISSUE SHARES Mgmt For For
13. AUTHORITY TO RESTRICT OR EXCLUDE Mgmt For For
PRE-EMPTIVE RIGHTS
14. AUTHORITY TO ACQUIRE OWN SHARES Mgmt For For
15. REAPPOINT PWC AS AUDITORS Mgmt For For
16. ANY OTHER BUSINESS AND CLOSING Non-Voting
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 24 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT OF
RESOLUTION 15. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
AIA GROUP LTD Agenda Number: 716976191
--------------------------------------------------------------------------------------------------------------------------
Security: Y002A1105
Meeting Type: AGM
Meeting Date: 18-May-2023
Ticker:
ISIN: HK0000069689
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100638.pdf
CMMT 19 APR 2023: PLEASE NOTE IN THE HONG KONG Non-Voting
MARKET THAT A VOTE OF "ABSTAIN" WILL BE
TREATED THE SAME AS A "TAKE NO ACTION"
VOTE.
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY, THE
REPORT OF THE DIRECTORS AND THE INDEPENDENT
AUDITORS REPORT FOR THE YEAR ENDED 31
DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND OF 113.40 HONG Mgmt For For
KONG CENTS PER SHARE FOR THE YEAR ENDED 31
DECEMBER 2022
3 TO RE-ELECT MR. EDMUND SZE-WING TSE AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
4 TO RE-ELECT MR. JACK CHAK-KWONG SO AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
5 TO RE-ELECT PROFESSOR LAWRENCE JUEN-YEE LAU Mgmt For For
AS INDEPENDENT NON-EXECUTIVE DIRECTOR OF
THE COMPANY
6 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
AUDITOR OF THE COMPANY AND TO AUTHORISE THE
BOARD OF DIRECTORS OF THE COMPANY TO FIX
ITS REMUNERATION
7A TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY, NOT EXCEEDING 10 PER
CENT OF THE NUMBER OF SHARES OF THE COMPANY
IN ISSUE AS AT THE DATE OF THIS RESOLUTION,
AND THE DISCOUNT FOR ANY SHARES TO BE
ISSUED SHALL NOT EXCEED 10 PER CENT TO THE
BENCHMARKED PRICE
7B TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO BUY BACK SHARES OF THE COMPANY, NOT
EXCEEDING 10 PER CENT OF THE NUMBER OF
SHARES OF THE COMPANY IN ISSUE AS AT THE
DATE OF THIS RESOLUTION
8 TO ADJUST THE LIMIT OF THE ANNUAL SUM OF Mgmt For For
THE DIRECTORS FEE TO USD 3,800,000
9 TO APPROVE AND ADOPT THE PROPOSED Mgmt For For
AMENDMENTS TO THE SHARE OPTION SCHEME OF
THE COMPANY
10 TO APPROVE AND ADOPT THE RESTRICTED SHARE Mgmt For For
UNIT SCHEME OF THE COMPANY WITH THE AMENDED
TERMS
11 TO APPROVE AND ADOPT THE EMPLOYEE SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
12 TO APPROVE AND ADOPT THE AGENCY SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
CMMT 19 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AON PLC Agenda Number: 935852726
--------------------------------------------------------------------------------------------------------------------------
Security: G0403H108
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: AON
ISIN: IE00BLP1HW54
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lester B. Knight Mgmt For For
1b. Election of Director: Gregory C. Case Mgmt For For
1c. Election of Director: Jin-Yong Cai Mgmt For For
1d. Election of Director: Jeffrey C. Campbell Mgmt For For
1e. Election of Director: Fulvio Conti Mgmt For For
1f. Election of Director: Cheryl A. Francis Mgmt For For
1g. Election of Director: Adriana Karaboutis Mgmt For For
1h. Election of Director: Richard C. Notebaert Mgmt For For
1i. Election of Director: Gloria Santona Mgmt For For
1j. Election of Director: Sarah E. Smith Mgmt For For
1k. Election of Director: Byron O. Spruell Mgmt For For
1l. Election of Director: Carolyn Y. Woo Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending December 31, 2023
5. Re-appoint Ernst & Young Chartered Mgmt For For
Accountants as the Company's statutory
auditor under Irish Law
6. Authorize the Board or the Audit Committee Mgmt For For
of the Board to determine the remuneration
of Ernst & Young Ireland, in its capacity
as the Company's statutory auditor under
Irish law.
7. Approve the Aon plc 2011 Incentive Plan, as Mgmt For For
amended and restated.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDING NV Agenda Number: 716773533
--------------------------------------------------------------------------------------------------------------------------
Security: N07059202
Meeting Type: AGM
Meeting Date: 26-Apr-2023
Ticker:
ISIN: NL0010273215
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. OVERVIEW OF THE COMPANY S BUSINESS, Non-Voting
FINANCIAL SITUATION AND ESG SUSTAINABILITY
3.a. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
ADVISORY VOTE ON THE REMUNERATION REPORT
FOR THE BOARD OF MANAGEMENT AND THE
SUPERVISORY BOARD FOR THE FINANCIAL YEAR
2022
3.b. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS
OF THE COMPANY FOR THE FINANCIAL YEAR 2022,
AS PREPARED IN ACCORDANCE WITH DUTCH LAW
3.c. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Non-Voting
CLARIFICATION OF THE COMPANY'S RESERVES AND
DIVIDEND POLICY
3.d. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
PROPOSAL TO ADOPT A DIVIDEND IN RESPECT OF
THE FINANCIAL YEAR 2022
4.a. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For
MEMBERS OF THE BOARD OF MANAGEMENT FROM
LIABILITY FOR THEIR RESPONSIBILITIES IN THE
FINANCIAL YEAR 2022
4.b. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For
MEMBERS OF THE SUPERVISORY BOARD FROM
LIABILITY FOR THEIR RESPONSIBILITIES IN THE
FINANCIAL YEAR 2022
5. PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For
FOR THE BOARD OF MANAGEMENT
6.a. REMUNERATION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO AMEND THE REMUNERATION POLICY
FOR THE SUPERVISORY BOARD
6.b. REMUNERATION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO AMEND THE REMUNERATION OF THE
MEMBERS OF THE SUPERVISORY BOARD
7. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting
NOTIFICATION OF THE INTENDED APPOINTMENT OF
MR. W.R. ALLAN
8.a. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO APPOINT MR. N.S. ANDERSEN AS A
MEMBER OF THE SUPERVISORY BOARD
8.b. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO APPOINT MR. J.P. DE KREIJ AS A
MEMBER OF THE SUPERVISORY BOARD
8.c. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting
COMPOSITION OF THE SUPERVISORY BOARD IN
2024
9. PROPOSAL TO APPOINT PRICEWATERHOUSECOOPERS Mgmt For For
ACCOUNTANTS N.V. AS EXTERNAL AUDITOR FOR
THE REPORTING YEAR 2025, IN LIGHT OF THE
MANDATORY EXTERNAL AUDITOR ROTATION
10.a. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PREEMPTION RIGHTS ACCRUING TO
SHAREHOLDERS: AUTHORIZATION TO ISSUE
ORDINARY SHARES OR GRANT RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES UP TO 5% FOR
GENERAL PURPOSES AND UP TO 5% IN CONNECTION
WITH OR ON THE OCCASION OF MERGERS,
ACQUISITIONS AND/OR (STRATEGIC) ALLIANCES
10.b. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PREEMPTION RIGHTS ACCRUING TO
SHAREHOLDERS: AUTHORIZATION OF THE BOARD OF
MANAGEMENT TO RESTRICT OR EXCLUDE
PRE-EMPTION RIGHTS IN CONNECTION WITH THE
AUTHORIZATIONS REFERRED TO IN ITEM 10 A)
11. PROPOSAL TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO REPURCHASE ORDINARY SHARES UP
TO 10% OF THE ISSUED SHARE CAPITAL
12. PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For
13. ANY OTHER BUSINESS Non-Voting
14. CLOSING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC Agenda Number: 716820041
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ACCOUNTS THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITOR AND
THE STRATEGIC REPORT FOR THE YEAR ENDED31
DECEMBER 2022
2 TO CONFIRM DIVIDENDS Mgmt For For
3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITOR
4 TO AUTHORISE THE DIRECTORS TO AGREE THE Mgmt For For
REMUNERATION
5A TO ELECT OR RE-ELECT MICHEL DEMARE Mgmt For For
5B TO ELECT OR RE-ELECT PASCAL SORIOT Mgmt For For
5C TO ELECT OR RE-ELECT ARADHANA SARIN Mgmt For For
5D TO ELECT OR RE-ELECT PHILIP BROADLEY Mgmt For For
5E TO ELECT OR RE-ELECT EUAN ASHLEY Mgmt For For
5F TO ELECT OR RE-ELECT DEBORAH DISANZO Mgmt For For
5G TO ELECT OR RE-ELECT DIANA LAYFIELD Mgmt For For
5H TO ELECT OR RE-ELECT SHERI MCCOY Mgmt For For
5I TO ELECT OR RE-ELECT TONY MOK Mgmt For For
5J TO ELECT OR RE-ELECT NAZNEEN RAHMAN Mgmt For For
5K TO ELECT OR RE-ELECT ANDREAS RUMMELT Mgmt For For
5L TO ELECT OR RE-ELECT MARCUS WALLENBERG Mgmt For For
6 TO APPROVE THE ANNUAL REPORT ON Mgmt For For
REMUNERATION FOR THE YEAR ENDED 31DECEMBER
2022
7 TO AUTHORISE LIMITED POLITICAL DONATIONS Mgmt For For
8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
9 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS
10 TO AUTHORISE THE DIRECTORS TO FURTHER Mgmt For For
DISAPPLY PRE-EMPTION RIGHTS FOR
ACQUISITIONS AND SPECIFIED CAPITAL
INVESTMENTS
11 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
12 TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For
MEETINGS
13 TO ADOPT NEW ARTICLES OF ASSOCIATION Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AUTOMATIC DATA PROCESSING, INC. Agenda Number: 935711829
--------------------------------------------------------------------------------------------------------------------------
Security: 053015103
Meeting Type: Annual
Meeting Date: 09-Nov-2022
Ticker: ADP
ISIN: US0530151036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Bisson Mgmt For For
1b. Election of Director: David V. Goeckeler Mgmt For For
1c. Election of Director: Linnie M. Haynesworth Mgmt For For
1d. Election of Director: John P. Jones Mgmt For For
1e. Election of Director: Francine S. Katsoudas Mgmt For For
1f. Election of Director: Nazzic S. Keene Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Scott F. Powers Mgmt For For
1i. Election of Director: William J. Ready Mgmt For For
1j. Election of Director: Carlos A. Rodriguez Mgmt For For
1k. Election of Director: Sandra S. Wijnberg Mgmt For For
2. Advisory Vote on Executive Compensation. Mgmt For For
3. Ratification of the Appointment of Mgmt For For
Auditors.
4. Amendment to the Automatic Data Processing, Mgmt For For
Inc. Employees' Savings-Stock Purchase
Plan.
--------------------------------------------------------------------------------------------------------------------------
AUTOZONE, INC. Agenda Number: 935724600
--------------------------------------------------------------------------------------------------------------------------
Security: 053332102
Meeting Type: Annual
Meeting Date: 14-Dec-2022
Ticker: AZO
ISIN: US0533321024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael A. George Mgmt For For
1b. Election of Director: Linda A. Goodspeed Mgmt For For
1c. Election of Director: Earl G. Graves, Jr. Mgmt For For
1d. Election of Director: Enderson Guimaraes Mgmt For For
1e. Election of Director: Brian P. Hannasch Mgmt For For
1f. Election of Director: D. Bryan Jordan Mgmt For For
1g. Election of Director: Gale V. King Mgmt For For
1h. Election of Director: George R. Mrkonic, Mgmt For For
Jr.
1i. Election of Director: William C. Rhodes, Mgmt For For
III
1j. Election of Director: Jill A. Soltau Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for the 2023 fiscal year.
3. Approval of an advisory vote on the Mgmt For For
compensation of named executive officers.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BANK OF IRELAND GROUP PLC Agenda Number: 717081424
--------------------------------------------------------------------------------------------------------------------------
Security: G0756R109
Meeting Type: AGM
Meeting Date: 23-May-2023
Ticker:
ISIN: IE00BD1RP616
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 TO RECEIVE AND CONSIDER THE COMPANYS Mgmt Take No Action
FINANCIAL STATEMENTS, THE REPORT OF THE
DIRECTORS AND THE AUDITORS REPORT FOR THE
YEAR ENDED 31 DECEMBER 2022
2 TO DECLARE A DIVIDEND Mgmt Take No Action
3.A TO ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MYLES O GRADY
3.B TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: GILES ANDREWS
3.C TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: EVELYN BOURKE
3.D TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: IAN BUCHANAN
3.E TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: EILEEN FITZPATRICK
3.F TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: RICHARD GOULDING
3.G TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MICHELE GREENE
3.H TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: PATRICK KENNEDY
3.I TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: FIONA MULDOON
3.J TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: STEVE PATEMAN
3.K TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MARK SPAIN
4 TO CONSIDER THE CONTINUATION IN OFFICE OF Mgmt Take No Action
KPMG AS AUDITOR OF THE COMPANY
5 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt Take No Action
REMUNERATION OF THE AUDITOR
6 TO AUTHORISE THE DIRECTORS TO CONVENE AN Mgmt Take No Action
EGM BY 14 DAYS CLEAR NOTICE
7 TO CONSIDER THE REPORT ON DIRECTORS Mgmt Take No Action
REMUNERATION FOR THE YEAR ENDED 31 DECEMBER
2022
8 TO RECEIVE AND CONSIDER THE 2022 DIRECTORS Mgmt Take No Action
REMUNERATION POLICY
9 TO AUTHORISE PURCHASES OF ORDINARY SHARES Mgmt Take No Action
BY THE COMPANY OR SUBSIDIARIES
10 TO AUTHORISE THE DIRECTORS TO ISSUE Mgmt Take No Action
ORDINARY SHARES
11 TO RENEW THE DIRECTORS AUTHORITY TO ISSUE Mgmt Take No Action
ORDINARY SHARES ON A NON-PRE-EMPTIVE BASIS
FOR CASH
12 TO APPROVE THE DIRECTORS ADDITIONAL Mgmt Take No Action
AUTHORITY TO ISSUE ORDINARY SHARES ON A
NON-PREEMPTIVE BASIS FOR CASH IN THE CASE
OF AN ACQUISITION OR SPECIFIED CAPITAL
INVESTMENT
13 TO AUTHORISE THE DIRECTORS TO ISSUE Mgmt Take No Action
CONTINGENT EQUITY CONVERSION NOTES, AND
ORDINARY SHARES ON THE CONVERSION OF SUCH
NOTES
14 TO AUTHORISE THE DIRECTORS TO ISSUE FOR Mgmt Take No Action
CASH ON A NON-PRE-EMPTIVE BASIS, CONTINGENT
EQUITY CONVERSION NOTES, AND ORDINARY
SHARES ON THE CONVERSION OF SUCH NOTES
CMMT 21 APR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 21 APR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 21 APR 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 15 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS AND
MODIFICATION OF TEXT OF RESOLUTION 8. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 04 MAY 2023: EUROCLEAR BANK, AS THE IRISH Non-Voting
ISSUER CSD, HAS CONFIRMED THAT A MEETING
ATTENDANCE REQUEST TO ATTEND ONLY IS NOT AN
OPTION THEY SUPPORT. IF YOU REQUEST A
MEETING ATTENDANCE, YOU MUST DO SO WITH
VOTING RIGHTS SO YOU CAN REPRESENT AND VOTE
THESE SHARES AT THE MEETING. ANY REQUESTS
TO ATTEND ONLY WILL BE REJECTED BY
EUROCLEAR BANK
--------------------------------------------------------------------------------------------------------------------------
BP PLC Agenda Number: 716763772
--------------------------------------------------------------------------------------------------------------------------
Security: G12793108
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0007980591
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT
3 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
POLICY
4 TO RE-ELECT H LUND AS A DIRECTOR Mgmt For For
5 TO RE-ELECT B LOONEY AS A DIRECTOR Mgmt For For
6 TO RE-ELECT M AUCHINCLOSS AS A DIRECTOR Mgmt For For
7 TO RE-ELECT P R REYNOLDS AS A DIRECTOR Mgmt For For
8 TO RE-ELECT M B MEYER AS A DIRECTOR Mgmt For For
9 TO RE-ELECT T MORZARIA AS A DIRECTOR Mgmt For For
10 TO RE-ELECT J SAWERS AS A DIRECTOR Mgmt For For
11 TO RE-ELECT P DALEY AS A DIRECTOR Mgmt For For
12 TO RE-ELECT K RICHARDSON AS A DIRECTOR Mgmt For For
13 TO RE-ELECT J TEYSSEN AS A DIRECTOR Mgmt For For
14 TO ELECT A BLANC AS A DIRECTOR Mgmt For For
15 TO ELECT S PAI AS A DIRECTOR Mgmt For For
16 TO ELECT H NAGARAJAN AS A DIRECTOR Mgmt For For
17 TO REAPPOINT DELOITTE LLP AS AUDITOR Mgmt For For
18 TO AUTHORIZE THE AUDIT COMMITTEE TO FIX THE Mgmt For For
AUDITOR'S REMUNERATION
19 TO AUTHORIZE THE COMPANY TO MAKE POLITICAL Mgmt For For
DONATIONS AND POLITICAL EXPENDITURE
20 TO AUTHORIZE THE DIRECTORS TO ALLOT SHARES Mgmt For For
21 TO AUTHORIZE THE DISAPPLICATION OF Mgmt For For
PRE-EMPTION RIGHTS
22 TO AUTHORIZE THE ADDITIONAL DISAPPLICATION Mgmt For For
OF PRE-EMPTION RIGHTS
23 TO GIVE LIMITED AUTHORITY FOR THE PURCHASE Mgmt For For
OF ITS OWN SHARES BY THE COMPANY
24 TO AUTHORIZE THE CALLING OF GENERAL Mgmt For For
MEETINGS OF THE COMPANY (NOT BEING AN
ANNUAL GENERAL MEETING) BY NOTICE OF AT
LEAST 14 CLEAR DAYS
25 FOLLOW THIS SHAREHOLDER RESOLUTION ON Shr Against For
CLIMATE CHANGE TARGETS
--------------------------------------------------------------------------------------------------------------------------
CAMPUS ACTIVEWEAR LIMITED Agenda Number: 716239810
--------------------------------------------------------------------------------------------------------------------------
Security: Y1080S128
Meeting Type: AGM
Meeting Date: 18-Nov-2022
Ticker:
ISIN: INE278Y01022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT THE REVISED AUDITED Mgmt For For
(STANDALONE AND CONSOLIDATED) FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 31ST MARCH, 2022 TOGETHER WITH
THE REPORTS OF THE AUDITORS AND BOARD OF
DIRECTORS THEREON AS CIRCULATED TO THE
MEMBERS BE AND ARE HEREBY RECEIVED,
CONSIDERED AND ADOPTED
2 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 152 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013, MR. NIKHIL AGGARWAL (DIN: 01877186),
WHO RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT, BE AND
IS HEREBY REAPPOINTED AS A DIRECTOR OF THE
COMPANY, LIABLE TO RETIRE BY ROTATION
3 ALTERATION OF THE ARTICLES OF ASSOCIATION Mgmt For For
OF THE COMPANY
4 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') OF THE COMPANY
5 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') TO THE EMPLOYEES OF THE SUBSIDIARY
COMPANY
6 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021')
7 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021') TO THE
EMPLOYEES OF THE SUBSIDIARY COMPANY
8 APPROVAL OF VARIATION IN TERMS OF CAMPUS Mgmt For For
ACTIVEWEAR LIMITED EMPLOYEE STOCK OPTION
PLAN 2021- VISION POOL
9 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021'
10 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021') TO THE EMPLOYEES
OF THE SUBSIDIARY COMPANY
--------------------------------------------------------------------------------------------------------------------------
CANADIAN NATURAL RESOURCES LIMITED Agenda Number: 935806957
--------------------------------------------------------------------------------------------------------------------------
Security: 136385101
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CNQ
ISIN: CA1363851017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Catherine M. Best Mgmt For For
M. Elizabeth Cannon Mgmt For For
N. Murray Edwards Mgmt For For
Christopher L. Fong Mgmt For For
Amb. Gordon D. Giffin Mgmt For For
Wilfred A. Gobert Mgmt For For
Steve W. Laut Mgmt For For
Tim S. McKay Mgmt For For
Hon. Frank J. McKenna Mgmt For For
David A. Tuer Mgmt For For
Annette M. Verschuren Mgmt For For
2 The appointment of PricewaterhouseCoopers Mgmt For For
LLP, Chartered Accountants, Calgary,
Alberta, as auditors of the Corporation for
the ensuing year and the authorization of
the Audit Committee of the Board of
Directors of the Corporation to fix their
remuneration.
3 On an advisory basis, accepting the Mgmt For For
Corporation's approach to executive
compensation as described in the
Information Circular.
--------------------------------------------------------------------------------------------------------------------------
CANADIAN PACIFIC KANSAS CITY LIMITED Agenda Number: 935866167
--------------------------------------------------------------------------------------------------------------------------
Security: 13646K108
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: CP
ISIN: CA13646K1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Appointment of the Auditor as named in the Mgmt For For
Proxy Circular.
2 Advisory vote to approve the Corporation's Mgmt For For
approach to executive compensation as
described in the Proxy Circular.
3 Advisory vote to approve the Corporation's Mgmt For For
approach to climate change as described in
the Proxy Circular.
4A Election of Director - The Hon. John Baird Mgmt For For
4B Election of Director - Isabelle Courville Mgmt For For
4C Election of Director - Keith E. Creel Mgmt For For
4D Election of Director - Gillian H. Denham Mgmt For For
4E Election of Director - Amb. Antonio Garza Mgmt For For
(Ret.)
4F Election of Director - David Garza-Santos Mgmt For For
4G Election of Director - Edward R. Hamberger Mgmt For For
4H Election of Director - Janet H. Kennedy Mgmt For For
4I Election of Director - Henry J. Maier Mgmt For For
4J Election of Director - Matthew H. Paull Mgmt For For
4K Election of Director - Jane L. Peverett Mgmt For For
4L Election of Director - Andrea Robertson Mgmt For For
4M Election of Director - Gordon T. Trafton Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 935778677
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: CX
ISIN: US1512908898
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PRESENTATION OF THE CHIEF EXECUTIVE Mgmt For For
OFFICER'S REPORT, INCLUDING CEMEX'S
FINANCIAL STATEMENTS, RESULTS OF
OPERATIONS, REPORT OF CASH FLOW AND
VARIATIONS OF CAPITAL STOCK, AND
PRESENTATION OF THE BOARD OF DIRECTORS'
REPORT, FOR THE FISCAL YEAR 2022, AS
REQUIRED BY THE MEXICAN SECURITIES MARKET
LAW (LEY DEL MERCADO DE VALORES); AND,
AFTER HEARING THE OPINION OF THE BOARD OF
DIRECTORS AS TO THE REPORTS BY THE CHIEF
EXECUTIVE OFFICER, THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY
...(due to space limits, see proxy material
for full proposal).
2 PROPOSAL OF ALLOCATION OF PROFITS FOR THE Mgmt For For
FISCAL YEAR ENDED DECEMBER 31, 2022.
3 PRESENTATION OF THE BOARD OF DIRECTORS' Mgmt For For
REPORT ON THE PROCEDURES AND APPROVALS
PURSUANT TO WHICH THE REPURCHASE OF CEMEX'S
SHARES WAS INSTRUCTED FOR THE 2022 FISCAL
YEAR.
4 THE PROPOSAL TO DETERMINE THE AMOUNT OF A Mgmt For For
RESERVE FOR THE ACQUISITION OF CEMEX'S
SHARES OR OTHER INSTRUMENTS REPRESENTING
SUCH SHARES.
5 PROPOSALS TO DECREASE THE CAPITAL STOCK IN Mgmt For For
ITS VARIABLE PART BY CANCELING THE CEMEX
SHARES REPURCHASED IN 2022 UNDER CEMEX'S
SHARE REPURCHASE PROGRAM.
6A Election to the Board of Director: Rogelio Mgmt For
Zambrano Lozano (as Chairman)
6B Election to the Board of Director: Fernando Mgmt For
A. Gonzalez Olivieri (as Member)
6C Election to the Board of Director: Marcelo Mgmt For
Zambrano Lozano (as Member)
6D Election to the Board of Director: Armando Mgmt For
J. Garcia Segovia (as Member)
6E Election to the Board of Director: Rodolfo Mgmt For
Garcia Muriel (as Member)
6F Election to the Board of Director: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
6G Election to the Board of Director: Armando Mgmt Abstain
Garza Sada (as Member)
6H Election to the Board of Director: David Mgmt For
Martinez Guzman (as Member)
6I Election to the Board of Director: Everardo Mgmt For
Elizondo Almaguer (as Member)
6J Election to the Board of Director: Ramiro Mgmt For
Gerardo Villarreal Morales (as Member)
6K Election to the Board of Director: Gabriel Mgmt For
Jaramillo Sanint (as Member)
6L Election to the Board of Director: Isabel Mgmt For
Maria Aguilera Navarro (as Member)
6M Election to the Board of Director: Maria de Mgmt For
Lourdes Melgar Palacios (as Member)
6N Election to the Board of Director: Roger Mgmt For
Saldana Madero (as Secretary)
7A APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Everardo Elizondo Almaguer (as President)
7B APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
7C APPOINTMENT TO THE AUDIT COMMITTEE: Gabriel Mgmt For
Jaramillo Sanint (as Member)
7D APPOINTMENT TO THE AUDIT COMMITTEE: Roger Mgmt For
Saldana Madero (as Secretary)
8A APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Francisco Javier
Fernandez Carbajal (as President)
8B APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Rodolfo Garcia Muriel
(as Member)
8C APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Armando Garza Sada (as
Member)
8D APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Roger Saldana Madero (as
Secretary)
9A APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Armando J. Garcia Segovia (as
President)
9B APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Marcelo Zambrano Lozano (as
Member)
9C APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Isabel Maria Aguilera Navarro
(as Member)
9D APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Maria de Lourdes Melgar Palacios
(as Member)
9E APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Roger Saldana Madero (as
Secretary)
10 COMPENSATION OF THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS AND OF THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY,
CLIMATE ACTION, SOCIAL IMPACT, AND
DIVERSITY COMMITTEES.
11 APPOINTMENT OF DELEGATES TO FORMALIZE THE Mgmt For For
RESOLUTIONS ADOPTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CSL LTD Agenda Number: 716055327
--------------------------------------------------------------------------------------------------------------------------
Security: Q3018U109
Meeting Type: AGM
Meeting Date: 12-Oct-2022
Ticker:
ISIN: AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 3 AND 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
2A TO RE-ELECT MS MARIE MCDONALD AS A DIRECTOR Mgmt For For
2B TO RE-ELECT DR MEGAN CLARK AC AS A DIRECTOR Mgmt For For
3 ADOPTION OF THE REMUNERATION REPORT Mgmt For For
4 APPROVAL OF A GRANT OF PERFORMANCE SHARE Mgmt For For
UNITS TO THE CHIEF EXECUTIVE OFFICER AND
MANAGING DIRECTOR, MR PAUL PERREAULT
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BOERSE AG Agenda Number: 716842136
--------------------------------------------------------------------------------------------------------------------------
Security: D1882G119
Meeting Type: AGM
Meeting Date: 16-May-2023
Ticker:
ISIN: DE0005810055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON
9TH JULY 2015 AND THE OVER-RULING OF THE
DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH
JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN
REGISTERED SHARES. AS A RESULT, IT IS NOW
THE RESPONSIBILITY OF THE END-INVESTOR
(I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL
BENEFICIARY VOTING RIGHTS THEREFORE THE
CUSTODIAN BANK / AGENT IN THE MARKET WILL
BE SENDING THE VOTING DIRECTLY TO MARKET
AND IT IS THE END INVESTORS RESPONSIBILITY
TO ENSURE THE REGISTRATION ELEMENT IS
COMPLETE WITH THE ISSUER DIRECTLY, SHOULD
THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE
CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting
ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL
BE UPDATED AS SOON AS BROADRIDGE RECEIVES
CONFIRMATION FROM THE SUB CUSTODIANS
REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT
SERVICES REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting
CAN BE FOUND DIRECTLY ON THE ISSUER'S
WEBSITE (PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU WISH TO
ACT ON THESE ITEMS, YOU WILL NEED TO
REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES DIRECTLY AT THE COMPANY'S MEETING.
COUNTER PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 3.60 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
5.2 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE ANNUAL
GENERAL MEETING BY MEANS OF AUDIO AND VIDEO
TRANSMISSION
5.3 AMEND ARTICLES RE: AGM CONVOCATION Mgmt For For
6 AMEND ARTICLES RE: REGISTRATION IN THE Mgmt For For
SHARE REGISTER
7 APPROVE REMUNERATION REPORT Mgmt For For
8 RATIFY PRICEWATERHOUSECOOPERS GMBH AS Mgmt For For
AUDITORS FOR FISCAL YEAR 2023 AND FOR THE
REVIEW OF INTERIM FINANCIAL STATEMENTS FOR
THE FIRST HALF OF FISCAL YEAR 2023
CMMT 29 MAR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 29 MAR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 29 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE TELEKOM AG Agenda Number: 716714856
--------------------------------------------------------------------------------------------------------------------------
Security: D2035M136
Meeting Type: AGM
Meeting Date: 05-Apr-2023
Ticker:
ISIN: DE0005557508
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON
9TH JULY 2015 AND THE OVER-RULING OF THE
DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH
JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN
REGISTERED SHARES. AS A RESULT, IT IS NOW
THE RESPONSIBILITY OF THE END-INVESTOR
(I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL
BENEFICIARY VOTING RIGHTS THEREFORE THE
CUSTODIAN BANK / AGENT IN THE MARKET WILL
BE SENDING THE VOTING DIRECTLY TO MARKET
AND IT IS THE END INVESTORS RESPONSIBILITY
TO ENSURE THE REGISTRATION ELEMENT IS
COMPLETE WITH THE ISSUER DIRECTLY, SHOULD
THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE
CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting
ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL
BE UPDATED AS SOON AS BROADRIDGE RECEIVES
CONFIRMATION FROM THE SUB CUSTODIANS
REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT
SERVICES REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting
CAN BE FOUND DIRECTLY ON THE ISSUER'S
WEBSITE (PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU WISH TO
ACT ON THESE ITEMS, YOU WILL NEED TO
REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES DIRECTLY AT THE COMPANY'S MEETING.
COUNTER PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 0.70 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5 RATIFY DELOITTE GMBH AS AUDITORS FOR FISCAL Mgmt For For
YEAR 2023 AND FOR THE REVIEW OF THE INTERIM
FINANCIAL STATEMENTS FOR FISCAL YEAR 2023
AND FIRST QUARTER OF FISCAL YEAR 2024
6.1 ELECT HARALD KRUEGER TO THE SUPERVISORY Mgmt For For
BOARD
6.2 ELECT REINHARD PLOSS TO THE SUPERVISORY Mgmt For For
BOARD
6.3 ELECT MARGRET SUCKALE TO THE SUPERVISORY Mgmt For For
BOARD
7 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
8 APPROVE REMUNERATION REPORT Mgmt For For
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 27 FEB 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 27 FEB 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 27 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
EMCOR GROUP, INC. Agenda Number: 935842888
--------------------------------------------------------------------------------------------------------------------------
Security: 29084Q100
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: EME
ISIN: US29084Q1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: John W. Altmeyer Mgmt For For
1b. Election of Director: Anthony J. Guzzi Mgmt For For
1c. Election of Director: Ronald L. Johnson Mgmt For For
1d. Election of Director: Carol P. Lowe Mgmt For For
1e. Election of Director: M. Kevin McEvoy Mgmt For For
1f. Election of Director: William P. Reid Mgmt For For
1g. Election of Director: Steven B. Mgmt For For
Schwarzwaelder
1h. Election of Director: Robin Walker-Lee Mgmt For For
1i. Election of Director: Rebecca A. Weyenberg Mgmt For For
2. Approval, by non-binding advisory vote, of Mgmt For For
named executive compensation.
3. Non-binding advisory vote on the frequency Mgmt 1 Year For
of the non-binding advisory vote on
executive compensation.
4. Approval of an amendment to the Company's Mgmt For For
Restated Certificate of Incorporation
regarding the size of the Board of
Directors.
5. Approval of an amendment to the Company's Mgmt For For
Restated Certificate of Incorporation to
reflect Delaware law provisions allowing
officer exculpation.
6. Approval of an amendment to the Company's Mgmt For For
Restated Certificate of Incorporation to
select an exclusive forum for certain
claims.
7. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as independent auditors for 2023.
8. Stockholder proposal regarding an Shr Against For
independent board chairperson.
--------------------------------------------------------------------------------------------------------------------------
ESSILORLUXOTTICA SA Agenda Number: 716866477
--------------------------------------------------------------------------------------------------------------------------
Security: F31665106
Meeting Type: MIX
Meeting Date: 17-May-2023
Ticker:
ISIN: FR0000121667
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 28 APR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS AVAILABLE
BY CLICKING ON THE MATERIAL URL LINKS:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0315/202303152300518
.pdf AND
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0428/202304282301132
.pdf AND PLEASE NOTE THAT THIS IS A REVISION
DUE TO RECEIPT OF UPDATED BALO LINK. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 APPROVAL OF THE 2022 COMPANY FINANCIAL Mgmt For For
STATEMENTS
2 APPROVAL OF THE 2022 CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
3 ALLOCATION OF EARNINGS AND SETTING OF THE Mgmt For For
DIVIDEND
4 RATIFICATION OF THE COOPTATION OF MARIO Mgmt For For
NOTARI AS DIRECTOR IN REPLACEMENT OF
LEONARDO DEL VECCHIO WHO PASSED AWAY ON
JUNE 27, 2022
5 AGREEMENTS FALLING WITHIN THE SCOPE OF Mgmt For For
ARTICLES L.225-38 AND SUBSEQUENT OF THE
FRENCH COMMERCIAL CODE
6 APPROVAL OF THE REPORT ON THE COMPENSATION Mgmt For For
AND BENEFITS IN KIND PAID IN 2022 OR
AWARDED IN RESPECT OF 2022 TO CORPORATE
OFFICERS
7 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS COMPRISING THE TOTAL
COMPENSATION AND BENEFITS IN KIND PAID IN
2022 OR AWARDED IN RESPECT OF 2022 TO THE
CHAIRMAN OF THE BOARD OF DIRECTORS FOR THE
PERIOD FROM JANUARY 1ST TO JUNE 27, 2022
8 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS COMPRISING THE TOTAL
COMPENSATION AND BENEFITS IN KIND PAID IN
2022 OR AWARDED IN RESPECT OF 2022 TO
FRANCESCO MILLERI, CHIEF EXECUTIVE OFFICER
UNTIL JUNE 27, 2022, AND THEN CHAIRMAN AND
CHIEF EXECUTIVE OFFICER
9 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS COMPRISING THE TOTAL
COMPENSATION AND BENEFITS IN KIND PAID IN
2022 OR AWARDED IN RESPECT OF 2022 TO PAUL
DU SAILLANT, DEPUTY CHIEF EXECUTIVE OFFICER
10 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE MEMBERS OF THE BOARD OF
DIRECTORS FOR THE FISCAL YEAR 2023
11 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE CHAIRMAN AND CHIEF
EXECUTIVE OFFICER FOR THE FISCAL YEAR 2023
12 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE DEPUTY CHIEF EXECUTIVE
OFFICER FOR THE FISCAL YEAR 2023
13 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO PROCEED WITH THE PURCHASE OF
COMPANY'S OWN ORDINARY SHARES
14 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO REDUCE THE SHARE CAPITAL BY
CANCELLING COMPANY TREASURY SHARES
15 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS ENTAILING A CAPITAL
INCREASE BY CAPITALIZATION OF PREMIUMS,
RESERVES, PROFITS OR OTHER RIGHTS
16 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE SHARES AND
SECURITIES ENTAILING A SHARE CAPITAL
INCREASE, WITH PREFERENTIAL SUBSCRIPTION
RIGHTS
17 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE, WITH
CANCELLATION OF EXISTING SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS,
SECURITIES GIVING ACCESS TO THE SHARE
CAPITAL, IMMEDIATELY OR IN THE FUTURE, BY
WAY OF AN OFFER TO THE PUBLIC AS PROVIDED
FOR IN ARTICLE L. 411-2, 1N, OF THE FRENCH
MONETARY AND FINANCIAL CODE
18 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS FOR THE PURPOSE OF
DECIDING CAPITAL INCREASES RESERVED FOR
MEMBERS OF A COMPANY SAVINGS PLAN (FRENCH
PLANS DNPARGNE DENTREPRISE OR "PEE")
WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS
19 POWERS TO CARRY OUT FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
GLENCORE PLC Agenda Number: 717211445
--------------------------------------------------------------------------------------------------------------------------
Security: G39420107
Meeting Type: AGM
Meeting Date: 26-May-2023
Ticker:
ISIN: JE00B4T3BW64
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 846434 DUE TO RECEIVED UPDATED
AGENDA WITH CHANGE IN VOTING STATUS FOR
19TH RESOLUTION, THE BOARD HAS RECOMMENDED
THAT SHAREHOLDERS VOTE AGAINST THE
RESOLUTION AND CODE AS 8840. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE
GRANTED. THEREFORE PLEASE REINSTRUCT ON
THIS MEETING NOTICE ON THE NEW JOB. IF
HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT
GRANTED IN THE MARKET, THIS MEETING WILL BE
CLOSED AND YOUR VOTE INTENTIONS ON THE
ORIGINAL MEETING WILL BE APPLICABLE. PLEASE
ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF
ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK
YOU
1 TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITORS FOR
THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THAT THE COMPANY'S CAPITAL Mgmt For For
CONTRIBUTION RESERVES (FORMING PART OF ITS
SHARE PREMIUM ACCOUNT) BE REDUCED AND BE
REPAID TO SHAREHOLDERS AS PER THE TERMS SET
OUT IN THE NOTICE OF MEETING
3 TO RE-ELECT KALIDAS MADHAVPEDDI AS A Mgmt For For
DIRECTOR
4 TO RE-ELECT GARY NAGLE AS A DIRECTOR Mgmt For For
5 TO RE-ELECT PETER COATES AS A DIRECTOR Mgmt For For
6 TO RE-ELECT MARTIN GILBERT AS A DIRECTOR Mgmt For For
7 TO RE-ELECT GILL MARCUS AS A DIRECTOR Mgmt For For
8 TO RE-ELECT CYNTHIA CARROLL AS A DIRECTOR Mgmt For For
9 TO RE-ELECT DAVID WORMSLEY AS A DIRECTOR Mgmt For For
10 TO ELECT LIZ HEWITT AS A DIRECTOR Mgmt For For
11 TO REAPPOINT DELOITTE LLP AS THE COMPANY'S Mgmt For For
AUDITORS TO HOLD OFFICE UNTIL THE
CONCLUSION OF THE NEXT GENERAL MEETING AT
WHICH ACCOUNTS ARE LAID
12 TO AUTHORISE THE AUDIT COMMITTEE TO FIX THE Mgmt For For
REMUNERATION OF THE AUDITORS
13 TO APPROVE THE COMPANY'S 2022 CLIMATE Mgmt For For
REPORT
14 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT AS SET OUT IN THE 2022 ANNUAL REPORT
15 TO RENEW THE AUTHORITY CONFERRED ON THE Mgmt For For
DIRECTORS PURSUANT TO ARTICLE 10.2 OF THE
COMPANY'S ARTICLES OF ASSOCIATION
16 SUBJECT TO THE PASSING OF RESOLUTION 15, TO Mgmt For For
RENEW THE AUTHORITY CONFERRED ON THE
DIRECTORS PURSUANT TO ARTICLE 10.3 OF THE
COMPANY'S ARTICLES OF ASSOCIATION TO ALLOT
EQUITY SECURITIES FOR CASH FOR AN ALLOTMENT
PERIOD
17 SUBJECT TO THE PASSING OF RESOLUTION 15, Mgmt For For
AND IN ADDITION TO ANY AUTHORITY GRANTED
UNDER RESOLUTION 16, TO EMPOWER THE
DIRECTORS PURSUANT TO ARTICLE 10.3 OF THE
ARTICLES TO ALLOT EQUITY SECURITIES FOR
CASH FOR AN ALLOTMENT PERIOD
18 TO AUTHORISE THE COMPANY TO MAKE MARKET Mgmt For For
PURCHASES OF ORDINARY SHARES
19 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: SHAREHOLDER
RESOLUTION IN RESPECT OF THE NEXT CLIMATE
ACTION TRANSITION PLAN
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 715818449
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: AGM
Meeting Date: 16-Jul-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (STANDALONE) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORTS OF THE BOARD OF
DIRECTORS AND AUDITORS THEREON
2 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (CONSOLIDATED) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORT OF AUDITORS
THEREON
3 TO DECLARE DIVIDEND ON EQUITY SHARES Mgmt For For
4 TO APPOINT A DIRECTOR IN PLACE OF MRS. RENU Mgmt For For
KARNAD (DIN 00008064), WHO RETIRES BY
ROTATION AND, BEING ELIGIBLE, OFFERS
HERSELF FOR RE-APPOINTMENT
5 "RESOLVED THAT, PURSUANT TO THE PROVISIONS Mgmt For For
OF SECTIONS 139, 141 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013 AND THE RELEVANT RULES THEREUNDER AND
PURSUANT TO SECTION 30 OF THE BANKING
REGULATION ACT, 1949 AND GUIDELINES ISSUED
BY THE RESERVE BANK OF INDIA (RBI)
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR REENACTMENTS THEREOF, M/S.
PRICE WATERHOUSE LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
301112E/E300264) ['PRICE WATERHOUSE LLP'],
WHO HAVE OFFERED THEMSELVES FOR APPOINTMENT
AND HAVE CONFIRMED THEIR ELIGIBILITY TO BE
APPOINTED AS JOINT STATUTORY AUDITORS IN
TERMS OF SECTION 141 OF THE COMPANIES ACT,
2013 AND APPLICABLE RULES THEREUNDER AND
THE GUIDELINES ISSUED BY RBI DATED APRIL
27, 2021, BE AND ARE HEREBY APPOINTED AS
ONE OF THE JOINT STATUTORY AUDITORS OF THE
BANK, TO HOLD OFFICE FOR A PERIOD OF3
(THREE) YEARS IN RELATION TO FY 2022-23, FY
2023-24 AND FY 2024-25, SUBJECT TO THE
APPROVAL OF THE RBI, FOR THE PURPOSE OF
AUDIT INCLUDING REPORTING ON INTERNAL
FINANCIAL CONTROLS OF THE BANK'S ACCOUNTS
AT ITS HEAD OFFICE, BRANCHES AND OTHER
OFFICES, WITH POWER TO THE BOARD, INCLUDING
RELEVANT COMMITTEE(S) THEREOF, TO ALTER AND
VARY THE TERMS AND CONDITIONS OF
APPOINTMENT, ETC., INCLUDING BY REASON OF
NECESSITY ON ACCOUNT OF CONDITIONS AS MAY
BE STIPULATED BY THE RBI AND / OR ANY OTHER
AUTHORITY. RESOLVED FURTHER THAT SUBJECT TO
APPLICABLE LAWS AND REGULATIONS INCLUDING
THE RELEVANT GUIDELINES AND CIRCULARS OF
THE RBI (AS MAY BE AMENDED, RESTATED,
MODIFIED, REPLACED FROM TIME TO TIME), M.M.
NISSIM & CO. LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
107122W/W100672) ['M.M. NISSIM & CO. LLP'],
WHO WERE ALREADY APPOINTED AS THE JOINT
STATUTORY AUDITORS OF THE BANK AT THE 27TH
ANNUAL GENERAL MEETING HELD ON JULY 17,
2021, SHALL ACT AS THE JOINT STATUTORY
AUDITORS OF THE BANK, ALONG WITH PRICE
WATERHOUSE LLP, FOR THE REMAINDER OF THE
TERM OF M.M. NISSIM & CO. LLP. RESOLVED
FURTHER THAT THE OVERALL AUDIT FEES FOR FY
2022-23 SHALL AGGREGATE TO INR 3,85,00,000
(RUPEES THREE CRORES EIGHTY-FIVE LACS
ONLY), AND BE ALLOCATED AS MUTUALLY AGREED
BETWEEN THE BANK AND THE JOINT STATUTORY
AUDITORS, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE.
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORIZED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORIZED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND RESPONSIBILITIES
/ SCOPE OF WORK OF THE RESPECTIVE JOINT
STATUTORY AUDITORS, NEGOTIATING,
FINALIZING, AMENDING, SIGNING, DELIVERING,
EXECUTING THE TERMS OF APPOINTMENT
INCLUDING ANY CONTRACTS OR DOCUMENTS IN
THIS REGARD, WITHOUT BEING REQUIRED TO SEEK
ANY FURTHER CONSENT OR APPROVAL OF THE
MEMBERS OF THE BANK
6 "RESOLVED THAT, PURSUANT TO SECTION 142 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013 AND THE RELEVANT RULES
THEREUNDER, IN ADDITION TO THE RESOLUTION
PASSED BY THE MEMBERS OF THE BANK ON JULY
17, 2021, FOR PAYMENT OF OVERALL AUDIT FEES
OF INR 3,30,00,000 (RUPEES THREE CRORES
THIRTY LAKHS ONLY) FOR FY 2021-22 TO BE
ALLOCATED BY THE BANK BETWEEN MSKA &
ASSOCIATES, CHARTERED ACCOUNTANTS (ICAI
FIRM REGISTRATION NO. 105047W) ['MSKA &
ASSOCIATES'], AND M.M. NISSIM & CO. LLP,
CHARTERED ACCOUNTANTS (ICAI FIRM
REGISTRATION NO. 107122W/W100672) ['M.M.
NISSIM & CO. LLP'], JOINT STATUTORY
AUDITORS OF THE BANK, FURTHER APPROVAL OF
THE MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED FOR PAYMENT OF ADDITIONAL FEES OF
INR 55,00,000 (RUPEES FIFTY FIVE LAKHS
ONLY) TO MSKA & ASSOCIATES AND M.M. NISSIM
& CO. LLP, FOR SUBSTANTIAL INCREASE IN THE
SCOPE OF THEIR WORK EMANATING FROM VARIOUS
CIRCULARS / NOTIFICATIONS ISSUED BY THE
RESERVE BANK OF INDIA (RBI) AND SECURITIES
AND EXCHANGE BOARD OF INDIA (SEBI), FOR FY
2021-22, TO BE ALLOCATED BY THE BANK
BETWEEN MSKA & ASSOCIATES AND M.M. NISSIM &
CO. LLP, AS MAY BE MUTUALLY AGREED BETWEEN
THE BANK AND THE SAID RESPECTIVE AUDITORS,
DEPENDING UPON THEIR RESPECTIVE SCOPE OF
WORK, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE."
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION, THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORISED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORISED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND
RESPONSIBILITIES/ SCOPE OF WORK OF THE
RESPECTIVE JOINT STATUTORY AUDITOR(S),
NEGOTIATING, FINALISING, AMENDING, SIGNING,
DELIVERING, EXECUTING, THE TERMS OF
APPOINTMENT INCLUDING ANY CONTRACTS OR
DOCUMENTS IN THIS REGARD, WITHOUT BEING
REQUIRED TO SEEK ANY FURTHER CONSENT OR
APPROVAL OF THE MEMBERS OF THE BANK
7 "RESOLVED THAT PURSUANT TO SECTIONS 152, Mgmt For For
161 AND OTHER APPLICABLE PROVISIONS, IF
ANY, OF THE COMPANIES ACT, 2013 AND THE
RELEVANT RULES THEREUNDER, THE BANKING
REGULATIONACT, 1949, RELEVANT CIRCULARS
ISSUED BY THE RBI FROM TIME TO TIME,
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR RE-ENACTMENTS THEREOF, THE
ARTICLES OF ASSOCIATION OF THE BANK, AND
RECOMMENDATION OF THE NOMINATION AND
REMUNERATION COMMITTEE AND THE BOARD OF
DIRECTORS OF THE BANK (HEREINAFTER REFERRED
TO AS THE "BOARD", WHICH TERM SHALL BE
DEEMED TO INCLUDE ANY COMMITTEE CONSTITUTED
/ EMPOWERED / TO BE CONSTITUTED BY THE
BOARD FROM TIME TO TIME TO EXERCISE ITS
POWERS CONFERRED BY THIS RESOLUTION), THE
RE-APPOINTMENT OF MRS. RENU KARNAD (DIN
00008064), BE AND IS HEREBY APPROVED BY THE
MEMBERS AS A NONEXECUTIVE DIRECTOR (NOMINEE
OF HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED, PROMOTER OF THE BANK), FOR A
SECOND TERM OF FIVE (5) YEARS WITH EFFECT
FROM SEPTEMBER 3, 2022 TILL SEPTEMBER 2,
2027, LIABLE TO RETIRE BY ROTATION.
RESOLVED FURTHER THAT MRS. RENU KARNAD
SHALL BE PAID SITTING FEES, REIMBURSED
EXPENSES FOR ATTENDING BOARD AND COMMITTEE
MEETINGS AS APPLICABLE AND FIXED
REMUNERATION OF INR 20,00,000 (RUPEES
TWENTY LAKHS ONLY) PER ANNUM FROM THE DATE
OF HER APPOINTMENT TILL THE END OF HER
TENURE, ON PROPORTIONATE BASIS, IN TERMS OF
THE RBI CIRCULAR ON CORPORATE GOVERNANCE IN
BANKS - APPOINTMENT OF DIRECTORS AND
CONSTITUTION OF COMMITTEES OF THE BOARD
DATED APRIL 26, 2021. RESOLVED FURTHER THAT
THE BOARD OF DIRECTORS OF THE BANK BE AND
IS HEREBY AUTHORIZED TO EXECUTE ALL SUCH
DOCUMENTS, INSTRUMENTS AND WRITINGS, AS
DEEMED NECESSARY, FILE REQUISITE FORMS OR
APPLICATIONS WITH STATUTORY/ REGULATORY
AUTHORITIES, WITH THE POWER TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN THIS REGARD, AS IT MAY IN ITS SOLE
AND ABSOLUTE DISCRETION DEEM FIT AND TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS AS
MAY BE CONSIDERED NECESSARY AND APPROPRIATE
AND TO DELEGATE ALL OR ANY OF ITS POWERS
HEREIN CONFERRED TO ANY
DIRECTOR(S)/OFFICER(S) OF THE BANK, TO GIVE
EFFECT TO THIS RESOLUTION."
8 "RESOLVED THAT PURSUANT TO SECTION 42 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013, RULE 14 AND OTHER
APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES (PROSPECTUS AND ALLOTMENT OF
SECURITIES) RULES, 2014, THE COMPANIES
(SHARE CAPITAL AND DEBENTURE) RULES, 2014,
ANY OTHER APPLICABLE RULES, SECURITIES AND
EXCHANGE BOARD OF INDIA (ISSUE AND LISTING
OF DEBT SECURITIES) REGULATIONS, 2008, ANY
OTHER APPLICABLE PROVISIONS OF LAW, ANY
AMENDMENTS, MODIFICATIONS, VARIATIONS OR
RE-ENACTMENTS THERETO FROM TIME TO TIME,
AND THE RELEVANT PROVISIONS OF THE
MEMORANDUM AND ARTICLES OF ASSOCIATION OF
THE BANK AND SUBJECT TO SUCH OTHER
APPROVAL(S), CONSENT(S), PERMISSION(S) AND
SANCTION(S) AS MAY BE NECESSARY FROM THE
CONCERNED AUTHORITIES / REGULATORS /
STATUTORY AUTHORITY(IES), INCLUDING RESERVE
BANK OF INDIA ("RBI"), THE APPROVAL OF THE
MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED TO THE BOARD OF DIRECTORS OF THE
BANK (HEREINAFTER REFERRED TO AS "BOARD"
AND WHICH TERM SHALL BE DEEMED TO INCLUDE
ANY COMMITTEE OF THE BOARD OR ANY OTHER
PERSONS TO WHOM POWERS ARE DELEGATED BY THE
BOARD AS PERMITTED UNDER THE COMPANIES ACT,
2013 OR RULES THEREUNDER) FOR BORROWING /
RAISING FUNDS IN INDIAN OR FOREIGN CURRENCY
BY ISSUE OF UNSECURED PERPETUAL DEBT
INSTRUMENTS (PART OF ADDITIONAL TIER I
CAPITAL), TIER II CAPITAL BONDS AND LONG
TERM BONDS (FINANCING OF INFRASTRUCTURE AND
AFFORDABLE HOUSING), WHETHER IN INDIA OR
ABROAD, ON A PRIVATE PLACEMENT BASIS AND /
OR FOR MAKING OFFERS AND / OR INVITATIONS
THEREFOR AND / OR ISSUE(S) / ISSUANCES
THEREFOR, ON PRIVATE PLACEMENT BASIS, EVEN
IF THE AMOUNT TO BE BORROWED/ RAISED
EXCEEDS/WILL EXCEED THE LIMIT AS SPECIFIED
IN CLAUSE (C) OF SUB-SECTION (1) OF SECTION
180 OF THE COMPANIES ACT, 2013, FOR A
PERIOD OF ONE (1) YEAR FROM THE DATE
HEREOF, IN ONE OR MORE TRANCHES AND / OR
SERIES AND UNDER ONE OR MORE SHELF
DISCLOSURE DOCUMENTS AND / OR ONE OR MORE
ISSUES / LETTERS OF OFFER OR SUCH OTHER
DOCUMENTS OR AMENDMENTS / REVISIONS THEREOF
AND ON SUCHTERMS AND CONDITIONS FOR EACH
SERIES / TRANCHES INCLUDING THE PRICE,
COUPON, PREMIUM, DISCOUNT, TENOR, LISTING,
ETC. AS MAY BE DEEMED FIT BY THE BOARD, AS
PER THE STRUCTURE AND WITHIN THE LIMITS
PERMITTED BY THE RBI, OF AN AMOUNT IN
AGGREGATE NOT EXCEEDING INR 50,000 CRORES;
RESOLVED FURTHER THAT THE MEMBERS OF THE
BANK DO HEREBY ACCORD APPROVAL TO THE BOARD
OF DIRECTORS OF THE BANK TO SIGN AND
EXECUTE ALL SUCH DOCUMENTS, DEEDS AND
WRITINGS AND TO DO ALL SUCH ACTS, DEEDS,
MATTERS AND THINGS AS MAY BE DEEMED
NECESSARY, EXPEDIENT AND INCIDENTAL THERETO
WITH POWER TO SETTLE ALL QUESTIONS,
DIFFICULTIES OR DOUBTS THAT MAY ARISE WITH
REGARD TO ANY OF THE SAID MATTERS, AND TO
DELEGATE ALL OR ANY OF ITS POWERS HEREIN
CONFERRED TO ANY COMMITTEE OF DIRECTORS AND
/ OR DIRECTOR(S) AND / OR OFFICER(S) /
EMPLOYEE(S) OF THE BANK / ANY OTHER
PERSON(S) TO GIVE EFFECT TO THE AFORESAID
RESOLUTION
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716197098
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: CRT
Meeting Date: 25-Nov-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO AND IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF SECTIONS 230 - 232
AND OTHER APPLICABLE PROVISIONS OF THE
COMPANIES ACT, 2013, THE COMPANIES
(COMPROMISES, ARRANGEMENTS AND
AMALGAMATIONS) RULES, 2016 AND ANY OTHER
RULES, CIRCULARS AND NOTIFICATIONS MADE
THEREUNDER (INCLUDING ANY AMENDMENT,
STATUTORY MODIFICATION, VARIATION OR
RE-ENACTMENT THEREOF) AS MAY BE APPLICABLE;
SECTION 2(1B) OF THE INCOMETAX ACT, 1961;
THE BANKING REGULATION ACT, 1949, THE
SECURITIES AND EXCHANGE BOARD OF INDIA ACT,
1992, AND THE REGULATIONS THEREUNDER
INCLUDING THE SECURITIES AND EXCHANGE BOARD
OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015;
COMPETITION ACT, 2002; AND ANY OTHER
APPLICABLE LAWS AND REGULATIONS, INCLUDING
SUCH OTHER DIRECTIONS, GUIDELINES OR
REGULATIONS ISSUED/NOTIFIED BY THE RESERVE
BANK OF INDIA AND THE SECURITIES AND
EXCHANGE BOARD OF INDIA WHICH MAY BE
APPLICABLE, ANY AND ALL OF WHICH AS
NOTIFIED OR AS MAY BE AMENDED FROM TIME TO
TIME AND INCLUDING STATUTORY REPLACEMENT OR
RE-ENACTMENT THEREOF, IF ANY; RESERVE BANK
OF INDIA'S MASTER DIRECTION - AMALGAMATION
OF PRIVATE SECTOR BANKS, DIRECTIONS, 2016,
THE SECURITIES AND EXCHANGE BOARD OF INDIA
MASTER CIRCULAR NO.
SEBI/HO/CFD/DIL1/CIR/P/2021/0000000665
DATED NOVEMBER 23, 2021; THE NO ADVERSE
OBSERVATIONS LETTER/ NO-OBJECTION LETTER
ISSUED BY BSE LIMITED AND THE NATIONAL
STOCK EXCHANGE OF INDIA LIMITED,
RESPECTIVELY, BOTH DATED JULY 2, 2022; AND
SUBJECT TO THE PROVISIONS OF THE MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION
OF HDFC BANK LIMITED ("BANK"); AND SUBJECT
TO THE APPROVAL OF HON'BLE NATIONAL COMPANY
LAW TRIBUNAL, MUMBAI BENCH, MUMBAI
("NCLT"); AND SUBJECT TO RECEIPT OF ALL
STATUTORY, GOVERNMENTAL, PERMISSIONS AND
THIRD PARTY CONSENTS AS MAY BE REQUIRED
INCLUDING THE COMPETITION COMMISSION OF
INDIA, SECURITIES AND EXCHANGE BOARD OF
INDIA, RESERVE BANK OF INDIA, NATIONAL
HOUSING BANK, INSURANCE REGULATORY AND
DEVELOPMENT AUTHORITY OF INDIA, PENSION
FUND REGULATORY AND DEVELOPMENT AUTHORITY
AND SUCH OTHER APPROVALS, PERMISSIONS AND
SANCTIONS OF REGULATORY AND OTHER
AUTHORITIES OR TRIBUNALS, AS MAY BE
NECESSARY; AND SUBJECT TO SUCH CONDITIONS
AND MODIFICATIONS AS MAY BE PRESCRIBED OR
IMPOSED BY THE NCLT OR BY ANY REGULATORY OR
OTHER AUTHORITIES, WHICH MAY BE AGREED TO
BY THE BOARD OF DIRECTORS OF THE BANK
(HEREINAFTER REFERRED TO AS THE "BOARD",
WHICH TERM SHALL BE DEEMED TO MEAN AND
INCLUDE ONE OR MORE COMMITTEE(S)
CONSTITUTED/TO BE CONSTITUTED BY THE BOARD
OR ANY PERSON(S) WHICH THE BOARD MAY
NOMINATE TO EXERCISE ITS POWERS INCLUDING
THE POWERS CONFERRED BY THIS RESOLUTION),
THE ARRANGEMENT EMBODIED IN THE COMPOSITE
SCHEME OF AMALGAMATION AMONG HDFC
INVESTMENTS LIMITED AND HDFC HOLDINGS
LIMITED AND THE HOUSING DEVELOPMENT FINANCE
CORPORATION LIMITED AND THE BANK AND THEIR
RESPECTIVE SHAREHOLDERS AND CREDITORS
("SCHEME") THE DRAFT OF WHICH WAS
CIRCULATED ALONG WITH THIS NOTICE BE AND IS
HEREBY APPROVED." "RESOLVED FURTHER THAT
THE BOARD BE AND IS HEREBY AUTHORIZED TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS,
AS IT MAY, IN ITS ABSOLUTE DISCRETION DEEM
REQUISITE, DESIRABLE, APPROPRIATE OR
NECESSARY TO GIVE EFFECT TO THE ABOVE
RESOLUTION AND EFFECTIVELY IMPLEMENT THE
ARRANGEMENT EMBODIED IN THE SCHEME AND TO
ACCEPT SUCH MODIFICATIONS, AMENDMENTS,
LIMITATIONS AND/OR CONDITIONS, IF ANY,
WHICH MAY BE REQUIRED AND/ OR IMPOSED BY
THE NCLT WHILE SANCTIONING THE ARRANGEMENT
EMBODIED IN THE SCHEME OR BY ANY REGULATORY
OR OTHER AUTHORITIES, AS MAY BE REQUIRED
FOR THE PURPOSE OF RESOLVING ANY QUESTIONS
OR DOUBTS OR DIFFICULTIES THAT MAY ARISE OR
MEANING OR INTERPRETATION OF THE SCHEME OR
IMPLEMENTATION THEREOF OR IN ANY MATTER
WHATSOEVER CONNECTED THEREWITH, INCLUDING
PASSING OF SUCH ACCOUNTING ENTRIES AND /OR
MAKING SUCH ADJUSTMENTS IN THE BOOKS OF
ACCOUNTS AS CONSIDERED NECESSARY IN GIVING
EFFECT TO THE SCHEME, AS THE BOARD MAY DEEM
FIT AND PROPER
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716693571
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 25-Mar-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED
2 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDB FINANCIAL SERVICES LIMITED
3 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC SECURITIES LIMITED
4 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC LIFE INSURANCE COMPANY LIMITED
5 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC ERGO GENERAL INSURANCE COMPANY LIMITED
6 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC CREDILA FINANCIAL SERVICES LIMITED
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 717206850
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 11-Jun-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT AND REMUNERATION OF MR. KAIZAD Mgmt For For
BHARUCHA (DIN: 02490648) AS A DEPUTY
MANAGING DIRECTOR OF THE BANK, FOR A PERIOD
OF THREE (3) YEARS, W.E.F. APRIL 19, 2023,
ON THE TERMS AND CONDITIONS RELATING TO THE
SAID APPOINTMENT, INCLUDING REMUNERATION,
AS APPROVED BY THE RBI
2 APPOINTMENT AND REMUNERATION OF MR. BHAVESH Mgmt For For
ZAVERI (DIN: 01550468) AS AN EXECUTIVE
DIRECTOR OF THE BANK, FOR A PERIOD OF THREE
(3) YEARS, W.E.F. APRIL 19, 2023, ON THE
TERMS AND CONDITIONS RELATING TO THE SAID
APPOINTMENT, INCLUDING REMUNERATION, AS
APPROVED BY THE RBI
--------------------------------------------------------------------------------------------------------------------------
HELMERICH & PAYNE, INC. Agenda Number: 935757041
--------------------------------------------------------------------------------------------------------------------------
Security: 423452101
Meeting Type: Annual
Meeting Date: 28-Feb-2023
Ticker: HP
ISIN: US4234521015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Delaney M. Bellinger Mgmt For For
1b. Election of Director: Belgacem Chariag Mgmt For For
1c. Election of Director: Kevin G. Cramton Mgmt For For
1d. Election of Director: Randy A. Foutch Mgmt For For
1e. Election of Director: Hans Helmerich Mgmt For For
1f. Election of Director: John W. Lindsay Mgmt For For
1g. Election of Director: Jose R. Mas Mgmt For For
1h. Election of Director: Thomas A. Petrie Mgmt For For
1i. Election of Director: Donald F. Robillard, Mgmt For For
Jr.
1j. Election of Director: John D. Zeglis Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
Helmerich & Payne, Inc.'s independent
auditors for 2023.
3. Advisory vote on executive compensation. Mgmt For For
4. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
HINDUSTAN AERONAUTICS LTD Agenda Number: 716333810
--------------------------------------------------------------------------------------------------------------------------
Security: Y3199R108
Meeting Type: OTH
Meeting Date: 07-Dec-2022
Ticker:
ISIN: INE066F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF SHRI RAJEEV PRAKASH (DIN: Mgmt For For
08590061) AS GOVERNMENT NOMINEE DIRECTOR OF
THE COMPANY
2 APPOINTMENT OF DR. D K SUNIL (DIN: Mgmt For For
09639264) AS WHOLE TIME DIRECTOR DESIGNATED
AS DIRECTOR (ENGINEERING AND R&D) OF THE
COMPANY
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
INMODE LTD. Agenda Number: 935772144
--------------------------------------------------------------------------------------------------------------------------
Security: M5425M103
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: INMD
ISIN: IL0011595993
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Dr. Hadar Ron to serve as a Mgmt For For
Class I director of the Company, and to
hold office until the annual general
meeting of shareholders to be held in 2026
and until her successor is duly elected and
qualified, or until her earlier resignation
or retirement.
2. That the Company's authorized share capital Mgmt For For
be increased from NIS 1,000,000 divided
into 100,000,000 Ordinary Shares of a
nominal value of NIS 0.01 each, to NIS
2,000,000 divided into 200,000,000 Ordinary
Shares of a nominal value of NIS 0.01 each,
and that Article 5 of the Company's
Articles of Association be amended
accordingly.
3. To approve the amendment to the terms of Mgmt For For
engagement of Mr. Moshe Mizrahy, the Chief
Executive Officer of the Company and
Chairman of the Board, as described in the
Proxy Statement, dated February 14, 2023.
4. To approve the amendment to the terms of Mgmt For For
engagement of Dr. Michael Kreindel, the
Chief Technology Officer of the Company and
member of the Board, as described in the
Proxy Statement, dated February 14, 2023.
5. To approve and ratify the grant to each of Mgmt For For
the following Directors of the Company: Dr.
Michael Anghel, Mr. Bruce Mann and Dr.
Hadar Ron, 2,000 restricted share units
under the Company's 2018 Incentive Plan
totaling 6,000 restricted share units, half
of which shall vest on February 13, 2024,
and the remaining half shall vest on
February 13, 2025, subject to their
continued services on the date of vesting.
6. To approve the re-appointment of Kesselman Mgmt For For
& Kesselman Certified Public Accounts, a
member of PWC, as the Company's independent
auditors for the fiscal year ending
December 31, 2023, and its service until
the annual general meeting of shareholders
to be held in 2024.
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
KEYENCE CORPORATION Agenda Number: 717287355
--------------------------------------------------------------------------------------------------------------------------
Security: J32491102
Meeting Type: AGM
Meeting Date: 14-Jun-2023
Ticker:
ISIN: JP3236200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Takizaki, Takemitsu Mgmt For For
2.2 Appoint a Director Nakata, Yu Mgmt For For
2.3 Appoint a Director Yamaguchi, Akiji Mgmt For For
2.4 Appoint a Director Yamamoto, Hiroaki Mgmt For For
2.5 Appoint a Director Nakano, Tetsuya Mgmt For For
2.6 Appoint a Director Yamamoto, Akinori Mgmt For For
2.7 Appoint a Director Taniguchi, Seiichi Mgmt For For
2.8 Appoint a Director Suenaga, Kumiko Mgmt For For
2.9 Appoint a Director Yoshioka, Michifumi Mgmt For For
3 Appoint a Corporate Auditor Komura, Mgmt For For
Koichiro
4 Appoint a Substitute Corporate Auditor Mgmt For For
Yamamoto, Masaharu
--------------------------------------------------------------------------------------------------------------------------
LONZA GROUP AG Agenda Number: 716878561
--------------------------------------------------------------------------------------------------------------------------
Security: H50524133
Meeting Type: AGM
Meeting Date: 05-May-2023
Ticker:
ISIN: CH0013841017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTION MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 880436 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE REMUNERATION REPORT Mgmt For For
3 APPROVE DISCHARGE OF BOARD AND SENIOR Mgmt For For
MANAGEMENT
4 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF CHF 3.50 PER SHARE
5.1.1 REELECT ALBERT BAEHNY AS DIRECTOR Mgmt For For
5.1.2 REELECT MARION HELMES AS DIRECTOR Mgmt For For
5.1.3 REELECT ANGELICA KOHLMANN AS DIRECTOR Mgmt For For
5.1.4 REELECT CHRISTOPH MAEDER AS DIRECTOR Mgmt For For
5.1.5 REELECT ROGER NITSCH AS DIRECTOR Mgmt For For
5.1.6 REELECT BARBARA RICHMOND AS DIRECTOR Mgmt For For
5.1.7 REELECT JUERGEN STEINEMANN AS DIRECTOR Mgmt For For
5.1.8 REELECT OLIVIER VERSCHEURE AS DIRECTOR Mgmt For For
5.2 REELECT ALBERT BAEHNY AS BOARD CHAIR Mgmt For For
5.3.1 REAPPOINT ANGELICA KOHLMANN AS MEMBER OF Mgmt For For
THE NOMINATION AND COMPENSATION COMMITTEE
5.3.2 REAPPOINT CHRISTOPH MAEDER AS MEMBER OF THE Mgmt For For
NOMINATION AND COMPENSATION COMMITTEE
5.3.3 REAPPOINT JUERGEN STEINEMANN AS MEMBER OF Mgmt For For
THE NOMINATION AND COMPENSATION COMMITTEE
6 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR Mgmt For For
2023
7 RATIFY DELOITTE AG AS AUDITORS FOR FISCAL Mgmt For For
YEAR 2024
8 DESIGNATE THOMANNFISCHER AS INDEPENDENT Mgmt For For
PROXY
9.1 AMEND CORPORATE PURPOSE Mgmt For For
9.2 APPROVE CREATION OF CAPITAL BAND WITHIN THE Mgmt For For
UPPER LIMIT OF CHF 86.6 MILLION AND THE
LOWER LIMIT OF CHF 67.1 MILLION WITH OR
WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
9.3 AMEND ARTICLES RE: VOTING ON THE EXECUTIVE Mgmt For For
COMMITTEE COMPENSATION
9.4 AMEND ARTICLES OF ASSOCIATION Mgmt For For
10 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AMOUNT OF CHF 2.9 MILLION
11.1 APPROVE VARIABLE SHORT-TERM REMUNERATION OF Mgmt For For
EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF
3.5 MILLION FOR FISCAL YEAR 2022
11.2 APPROVE VARIABLE LONG-TERM REMUNERATION OF Mgmt For For
EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF
12.1 MILLION FOR FISCAL YEAR 2023
11.3 APPROVE FIXED REMUNERATION OF EXECUTIVE Mgmt For For
COMMITTEE IN THE AMOUNT OF CHF 3.3 MILLION
FOR THE PERIOD JULY 1, 2023 - DECEMBER 31,
2023
11.4 APPROVE FIXED AND VARIABLE LONG-TERM Mgmt For For
REMUNERATION OF EXECUTIVE COMMITTEE IN THE
AMOUNT OF CHF 19.6 MILLION FOR THE PERIOD
JANUARY 1, 2024 - DECEMBER 31, 2024
12 IN THE EVENT OF ANY YET UNKNOWN NEW OR Shr Abstain Against
MODIFIED PROPOSAL BY A SHAREHOLDER DURING
THE ANNUAL GENERAL MEETING, I INSTRUCT THE
INDEPENDENT REPRESENTATIVE TO VOTE AS
FOLLOWS (YES = VOTE IN FAVOR OF ANY SUCH
YET UNKONWN PROPOSAL; NO = VOTE AGAINST ANY
SUCH YET UNKNOWN PROPOSAL; ABSTAIN)
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting
AGENDA AND MEETING ATTENDANCE REQUESTS
ONLY. PLEASE ENSURE THAT YOU HAVE FIRST
VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A
MARKET REQUIREMENT FOR MEETINGS OF THIS
TYPE THAT THE SHARES ARE REGISTERED AND
MOVED TO A REGISTERED LOCATION AT THE CSD,
AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE.
THEREFORE WHILST THIS DOES NOT PREVENT THE
TRADING OF SHARES, ANY THAT ARE REGISTERED
MUST BE FIRST DEREGISTERED IF REQUIRED FOR
SETTLEMENT. DEREGISTRATION CAN AFFECT THE
VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE
CONCERNS REGARDING YOUR ACCOUNTS, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
--------------------------------------------------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON SE Agenda Number: 716830698
--------------------------------------------------------------------------------------------------------------------------
Security: F58485115
Meeting Type: MIX
Meeting Date: 20-Apr-2023
Ticker:
ISIN: FR0000121014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0313/202303132300500
.pdf
1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
3 ALLOCATION OF INCOME - SETTING OF THE Mgmt For For
DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS REFERRED Mgmt For For
TO IN ARTICLE L. 225-38 OF THE FRENCH
COMMERCIAL CODE
5 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
DELPHINE ARNAULT AS DIRECTOR
6 RENEWAL OF THE TERM OF OFFICE FOR MR. Mgmt For For
ANTONIO BELLONI AS DIRECTOR
7 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-JOSEE KRAVIS AS DIRECTOR
8 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-LAURE SAUTY DE CHALON AS DIRECTOR
9 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
NATACHA VALLA AS DIRECTOR
10 APPOINTMENT OF MR. LAURENT MIGNON AS Mgmt For For
DIRECTOR
11 RENEWAL OF THE TERM OF OFFICE FOR LORD Mgmt For For
POWELL OF BAYSWATER AS CENSOR
12 APPOINTMENT OF MR. DIEGO DELLA VALLE AS Mgmt For For
CENSOR
13 APPROVAL OF THE INFORMATION RELATING TO THE Mgmt For For
COMPENSATION OF CORPORATE OFFICERS, AS
REFERRED TO IN SECTION I OF ARTICLE
L.22-10-9 OF THE FRENCH COMMERCIAL CODE
14 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING THE FINANCIAL YEAR 2022 OR ALLOCATED
FOR THE SAME FINANCIAL YEAR TO MR. BERNARD
ARNAULT, CHAIRMAN AND CHIEF EXECUTIVE
OFFICER
15 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING FINANCIAL YEAR 2022 OR ALLOCATED FOR
THE SAME FINANCIAL YEAR TO MR. ANTONIO
BELLONI, DEPUTY CHIEF EXECUTIVE OFFICER
16 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
DIRECTORS
17 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
18 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DEPUTY CHIEF EXECUTIVE OFFICER
19 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
TRADE IN THE COMPANY'S SHARES AT A MAXIMUM
PURCHASE PRICE OF 1,200 EUROS PER SHARE,
FOR A MAXIMUM CUMULATIVE AMOUNT OF 60.4
BILLION EUROS
20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
REDUCE THE SHARE CAPITAL BY CANCELLING
SHARES HELD BY THE COMPANY FOLLOWING THE
REPURCHASE OF ITS OWN SHARES
21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE CAPITAL
BY INCORPORATION OF PROFITS, RESERVES,
PREMIUMS OR OTHERS
22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED WITH RETENTION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE BY PUBLIC
OFFERING (OTHER THAN THOSE REFERRED TO IN
SECTION 1 OF ARTICLE L. 411-2 OF THE FRENCH
MONETARY AND FINANCIAL CODE), COMMON
SHARES, AND/OR EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES, AND/OR TRANSFERABLE
SECURITIES GRANTING ACCESS TO EQUITY
SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT WITH
THE OPTION OF A PRIORITY RIGHT
24 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE
BENEFIT OF QUALIFIED INVESTORS OR A LIMITED
CIRCLE OF INVESTORS
25 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE NUMBER
OF SECURITIES TO BE ISSUED IN THE EVENT OF
A CAPITAL INCREASE WITH RETENTION OR
CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT IN THE
CONTEXT OF OVER-ALLOTMENT OPTIONS IN CASE
OF OVERSUBSCRIPTION OF THE NUMBER OF
SECURITIES OFFERED
26 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OR TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
SECURITIES BROUGHT INTO ANY PUBLIC EXCHANGE
OFFER INITIATED BY THE COMPANY
27 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO ISSUE, WITHIN THE LIMIT OF 10%
OF THE SHARE CAPITAL, COMMON SHARES OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OF THE COMPANY OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
CONTRIBUTIONS IN KIND OF EQUITY SECURITIES
OR TRANSFERABLE SECURITIES GRANTING ACCESS
TO THE CAPITAL, GRANTED TO THE COMPANY
28 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO GRANT SHARE SUBSCRIPTION OPTIONS
WITH CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT, OR SHARE
PURCHASE OPTIONS TO EMPLOYEES AND/OR
EXECUTIVE CORPORATE OFFICERS OF THE COMPANY
AND RELATED ENTITIES, WITHIN THE LIMIT OF
1% OF THE CAPITAL
29 DELEGATION OF AUTHORITY TO GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO
THE COMPANY'S CAPITAL, WITH CANCELLATION OF
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION
RIGHT, FOR THE BENEFIT OF MEMBERS OF THE
GROUP'S COMPANY SAVINGS PLAN(S), WITHIN THE
LIMIT OF 1% OF THE SHARE CAPITAL
30 SETTING OF THE OVERALL CEILING FOR Mgmt For For
IMMEDIATE OR FUTURE CAPITAL INCREASES
DECIDED IN ACCORDANCE WITH DELEGATIONS OF
AUTHORITY
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 935780999
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: J.
Michael Stice
1b. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: John P.
Surma
1c. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Susan
Tomasky
1d. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Toni
Townes-Whitley
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent auditor for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
company's named executive officer
compensation.
4. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
declassify the Board of Directors.
5. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
eliminate the supermajority provisions.
6. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
increase the maximum size of the Board of
Directors.
7. Shareholder proposal seeking a simple Shr Against For
majority vote.
8. Shareholder proposal seeking an amendment Shr Against For
to the company's existing clawback
provisions.
9. Shareholder proposal seeking a report on Shr Against For
just transition.
10. Shareholder proposal seeking an audited Shr Against For
report on asset retirement obligations.
--------------------------------------------------------------------------------------------------------------------------
MERCADOLIBRE, INC. Agenda Number: 935843765
--------------------------------------------------------------------------------------------------------------------------
Security: 58733R102
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: MELI
ISIN: US58733R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Susan Segal Mgmt For For
Mario Eduardo Vazquez Mgmt For For
Alejandro N. Aguzin Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers for fiscal year 2022.
3. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. To ratify the appointment of Pistrelli, Mgmt For For
Henry Martin y Asociados S.R.L., a member
firm of Ernst & Young Global Limited, as
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MONCLER S.P.A. Agenda Number: 716846641
--------------------------------------------------------------------------------------------------------------------------
Security: T6730E110
Meeting Type: AGM
Meeting Date: 18-Apr-2023
Ticker:
ISIN: IT0004965148
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 869659 DUE TO RECEIVED SLATES
FOR RESOLUTION 5. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
0010 BALANCE SHEET AS OF 31 DECEMBER 2022 Mgmt For For
APPROVAL, TOGETHER WITH BOARD OF DIRECTORS'
REPORT ON MANAGEMENT, INTERNAL AND EXTERNAL
AUDITORS' REPORT ON MANAGEMENT ACTIVITY.
CONSOLIDATED BALANCE SHEET AS OF 31
DECEMBER 2022. CONSOLIDATED NON-FINANCIAL
DECLARATION DRAFTED AS PER LEGISLATIVE
DECREE NO. 254/2016. RESOLUTIONS RELATED
0020 RESULTS OF THE FISCAL YEAR ALLOCATION. Mgmt For For
RESOLUTIONS RELATED THERETO
0030 NON BINDING RESOLUTION ON THE SECOND Mgmt For For
SECTION OF MONCLER REWARDING AND EMOLUMENT
PAID REPORT, AS PER ART. NO. 123-TER, ITEM
4, DEL OF LEGISLATIVE DECREE 58/98 AND AS
PER ART 84-QUATER OF CONSOB REGULATION NO.
11971/1999
0040 TO AUTHORIZE THE PURCHASE AND DISPOSAL OF Mgmt For For
OWN SHARES AS PER ART. NO 2357, 2357-TER OF
THE ITALIAN CIVIL CODE, ART. 132 OF
LEGISLATIVE DECREE 24 FEBRUARY 1998, NO. 58
AND AS PER ART. 144-BIS OF CONSOB
REGULATION ADOPTED WITH RESOLUTION NO.
11971 OF 14 MAY 1999, UPON REVOCATION, FOR
THE UNEXECUTED PART, OF THE RESOLUTION OF
AUTHORIZATION RESOLVED BY THE ORDINARY
SHAREHOLDERS MEETING HELD ON 21 APRIL 2022.
RESOLUTIONS RELATED THERETO
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AUDITORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 1 OF THE 2
SLATES AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU
005A TO APPOINT THE INTERNAL AUDITORS FOR Shr No vote
THREE-YEAR PERIOD 2023-2025. TO APPOINT OF
THREE EFFECTIVE INTERNAL AUDITOR AND TWO
ALTERNATE INTERNAL AUDITOR. LIST PRESENTED
BY DOUBLE R S.R.L., REPRESENTING 23.7 PCT
OF THE SHARE CAPITAL
005B TO APPOINT THE INTERNAL AUDITORS FOR Shr For
THREE-YEAR PERIOD 2023-2025. TO APPOINT OF
THREE EFFECTIVE INTERNAL AUDITOR AND TWO
ALTERNATE INTERNAL AUDITOR. LIST PRESENTED
BY A GROUP OF INSTITUTIONAL INVESTORS,
REPRESENTING 1.47492 PCT OF THE SHARE
CAPITAL
0060 TO APPOINT THE INTERNAL AUDITORS FOR Mgmt For For
THREE-YEAR PERIOD 2023-2025. TO APPOINT OF
INTERNAL AUDITORS CHAIRMAN
0070 TO APPOINT THE INTERNAL AUDITORS FOR Mgmt For For
THREE-YEAR PERIOD 2023-2025. DETERMINATION
OF THE ANNUAL REMUNERATION FOR THE
EFFECTIVE COMPONENTS OF INTERNAL AUDITORS
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
MUNTERS GROUP AB Agenda Number: 717077639
--------------------------------------------------------------------------------------------------------------------------
Security: W5S77G155
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: SE0009806607
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 OPEN MEETING Non-Voting
2 ELECTION OF CHAIRMAN OF THE GENERAL MEETING Mgmt For For
3 PREPARATION AND APPROVAL OF THE VOTING LIST Mgmt For For
4 APPROVAL OF THE AGENDA Mgmt For For
5 DETERMINATION OF WHETHER THE GENERAL Mgmt For For
MEETING HAS BEEN DULY CONVENED
6 DESIGNATE INSPECTOR(S) OF MINUTES OF Non-Voting
MEETING
7 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS
8 RESOLUTION ON ADOPTION OF THE INCOME Mgmt For For
STATEMENT, THE BALANCE SHEET, THE
CONSOLIDATED INCOME STATEMENT AND THE
CONSOLIDATED BALANCE SHEET FOR 2022
9 RESOLUTION ON APPROPRIATION OF THE COMPANYS Mgmt For For
RESULTS IN ACCORDANCE WITH THE ADOPTED
BALANCE SHEET
10.A RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: HAKAN BUSKHE (BOARD
MEMBER)
10.B RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: HELEN FASTH GILLSTEDT
(BOARD MEMBER)
10.C RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: KLAS FORSSTROM (CEO)
10.D RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: PER HALLIUS (BOARD MEMBER)
10.E RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: SIMON HENRIKSSON (EMPLOYEE
REPRESENTATIVE)
10.F RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MARIA HAKANSSON (BOARD
MEMBER)
10.G RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: TOR JANSSON (DEPUTY
EMPLOYEE REPRESENTATIVE)
10.H RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MAGNUS LINDQUIST (BOARD
MEMBER, CHAIR)
10.I RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ANDERS LINDQVIST (BOARD
MEMBER)
10.J RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MAGNUS NICOLIN (BOARD
MEMBER, CHAIR)
10.K RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: LENA OLVING (BOARD MEMBER)
10.L RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: KRISTIAN SILDEBY (BOARD
MEMBER)
10.M RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: JUAN VARGUES (BOARD
MEMBER)
10.N RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ROBERT WAHLGREN (EMPLOYEE
REPRESENTATIVE)
10.O RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ANNA WESTERBERG (BOARD
MEMBER)
11 RESOLUTION ON NUMBER OF BOARD MEMBERS (7) Mgmt For For
AND ALTERNATE BOARD MEMBERS (0) TO BE
ELECTED BY THE GENERAL MEETING
12 RESOLUTION ON REMUNERATION FOR BOARD Mgmt For For
MEMBERS
13.A ELECTION OF BOARD MEMBER: HELEN FASTH Mgmt For For
GILLSTEDT (RE-ELECTION)
13.B ELECTION OF BOARD MEMBER: MARIA HAKANSSON Mgmt For For
(RE-ELECTION)
13.C ELECTION OF BOARD MEMBER: ANDERS LINDQVIST Mgmt For For
(RE-ELECTION)
13.D ELECTION OF BOARD MEMBER: MAGNUS NICOLIN Mgmt For For
(RE-ELECTION)
13.E ELECTION OF BOARD MEMBER: KRISTIAN SILDEBY Mgmt For For
(RE-ELECTION)
13.F ELECTION OF BOARD MEMBER: ANNA WESTERBERG Mgmt For For
(RE-ELECTION)
13.G ELECTION OF BOARD MEMBER: SABINE Mgmt For For
SIMEON-AISSAOUI (NEW ELECTION)
14.A ELECTION OF CHAIRMAN OF THE BOARD OF Mgmt For For
DIRECTOR: MAGNUS NICOLIN (RE-ELECTION)
15 RESOLUTION ON REMUNERATION FOR THE AUDITOR Mgmt For For
16 RESOLUTION ON GUIDELINES FOR THE Mgmt For For
REMUNERATION OF SENIOR EXECUTIVES
17 RESOLUTION ON APPROVAL OF THE REMUNERATION Mgmt For For
REPORT
18 RESOLUTION ON AUTHORISATION FOR THE BOARD Mgmt For For
OF DIRECTORS TO ISSUE NEW SHARES AND/OR
CONVERTIBLE BONDS AND/OR WARRANTS
19 RESOLUTION ON AUTHORISATION FOR THE BOARD Mgmt For For
OF DIRECTORS TO RESOLVE ON TRANSFER OF OWN
SHARES
20 CLOSE MEETING Non-Voting
CMMT 20 APR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 20 APR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 20 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NIPPON STEEL CORPORATION Agenda Number: 717320511
--------------------------------------------------------------------------------------------------------------------------
Security: J55678106
Meeting Type: AGM
Meeting Date: 23-Jun-2023
Ticker:
ISIN: JP3381000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Amend Business Lines Mgmt For For
3.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Shindo, Kosei
3.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Hashimoto,
Eiji
3.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Sato, Naoki
3.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Mori, Takahiro
3.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Hirose,
Takashi
3.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fukuda,
Kazuhisa
3.7 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Imai, Tadashi
3.8 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Funakoshi,
Hirofumi
3.9 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tomita,
Tetsuro
3.10 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Urano, Kuniko
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
PALO ALTO NETWORKS, INC. Agenda Number: 935732140
--------------------------------------------------------------------------------------------------------------------------
Security: 697435105
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: PANW
ISIN: US6974351057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Dr. Helene Mgmt For For
D. Gayle
1b. Election of Class II Director: James J. Mgmt For For
Goetz
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year ending
July 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. To approve an amendment to the 2021 Palo Mgmt For For
Alto Networks, Inc. Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
PT BANK MANDIRI (PERSERO) TBK Agenda Number: 716691349
--------------------------------------------------------------------------------------------------------------------------
Security: Y7123S108
Meeting Type: AGM
Meeting Date: 14-Mar-2023
Ticker:
ISIN: ID1000095003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE ANNUAL REPORT AND Mgmt For For
RATIFICATION OF THE COMPANY'S CONSOLIDATED
FINANCIAL STATEMENTS, APPROVAL OF THE BOARD
OF COMMISSIONERS SUPERVISORY TASK REPORT
AND RATIFICATION OF THE FINANCIAL
STATEMENTS OF THE MICRO AND SMALL BUSINESS
FUNDING PROGRAM (PUMK) FOR THE 2022
FINANCIAL YEAR, AS WELL AS THE GRANTING OF
FULL RELEASE AND DISCHARGE (VOLLEDIG ACQUIT
ET DE CHARGE) TO THE BOARD OF DIRECTORS FOR
THE MANAGEMENT ACTIONS OF THE COMPANY AND
THE BOARD OF COMMISSIONERS FOR THE
SUPERVISORY ACTIONS OF THE COMPANY THAT
HAVE BEEN DEDICATED DURING 2022 FINANCIAL
YEAR
2 APPROVAL FOR THE USE OF THE COMPANY'S NET Mgmt For For
PROFITS FOR 2022 FINANCIAL YEAR
3 DETERMINATION OF REMUNERATION Mgmt For For
(SALARY/HONORARIUM, FACILITIES, AND
BENEFITS) IN 2023 AND BONUS (TANTIEM) FOR
THE 2022 FINANCIAL YEAR FOR THE BOARD OF
DIRECTORS AND THE BOARD OF COMMISSIONERS OF
THE COMPANY
4 DETERMINATION OF PUBLIC ACCOUNTANTS (AP) Mgmt For For
AND/OR PUBLIC ACCOUNTING FIRMS (KAP) TO
AUDIT THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AND FINANCIAL STATEMENTS OF THE
MICRO AND SMALL BUSINESS FUNDING PROGRAM
(PUMK) FOR THE 2023 FINANCIAL YEAR
5 APPROVAL OF THE COMPANY'S RESOLUTION PLAN Mgmt For For
6 APPROVAL OF THE COMPANY'S STOCK SPLIT WITH Mgmt For For
RATIO OF 1:2 OR FROM RP250.00 (TWO HUNDRED
AND FIFTY RUPIAH) PER SHARE TO BECOME
RP125.00 (ONE HUNDRED TWENTY-FIVE RUPIAH)
PER SHARE
7 APPROVAL OF AMENDMENTS TO THE COMPANY'S Mgmt For For
ARTICLES OF ASSOCIATION
8 CHANGES IN THE COMPOSITION OF THE COMPANY'S Mgmt For For
BOARD OF MANAGEMENT
--------------------------------------------------------------------------------------------------------------------------
PT SUMBER ALFARIA TRIJAYA TBK Agenda Number: 717071055
--------------------------------------------------------------------------------------------------------------------------
Security: Y71362118
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: ID1000128705
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE COMPANY'S ANNUAL REPORT FOR Mgmt For For
THE FINANCIAL YEAR ENDED ON 31 DECEMBER
2022, INCLUDING RATIFICATION ON FINANCIAL
STATEMENTS (AUDITED) AND BOARD COMMISSIONER
SUPERVISION REPORT FOR FISCAL YEAR ENDED ON
31 DECEMBER 2022
2 APPROPRIATION OF THE COMPANY'S NET PROFIT Mgmt For For
FOR FINANCIAL YEAR ENDED ON 31 DECEMBER
2022
3 THE APPOINTMENT OF A PUBLIC ACCOUNTING FIRM Mgmt For For
WHO WILL AUDIT THE COMPANY'S BOOKS FOR THE
FISCAL YEAR 2023 AND DETERMINE THE
HONORARIUM AND OTHER REQUIREMENTS IN
CONNECTION WITH THE APPOINTMENT OF THE
PUBLIC ACCOUNTANT
4 CHANGES IN TERM OF OFFICE OF THE COMPANY'S Mgmt For For
BOARD OF COMMISSIONERS AND DIRECTORS
5 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF COMMISSIONERS
6 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF DIRECTORS
7 DETERMINATION OF HONORARIUM AND OTHER Mgmt For For
ALLOWANCES FROM MEMBERS OF THE BOARD OF
COMMISSIONERS OF THE COMPANY
8 DELEGATION OF WAGE AND ALLOWANCE PAYABLE Mgmt For For
AUTHORITY FOR MEMBERS OF THE BOARD OF
DIRECTORS OF THE COMPANY TO THE BOARD OF
COMMISSIONERS OF THE COMPANY DURING THE
TERM OF OFFICE OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
QUANTA SERVICES, INC. Agenda Number: 935816263
--------------------------------------------------------------------------------------------------------------------------
Security: 74762E102
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: PWR
ISIN: US74762E1029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Earl C. (Duke) Mgmt For For
Austin, Jr.
1b. Election of Director: Doyle N. Beneby Mgmt For For
1c. Election of Director: Vincent D. Foster Mgmt For For
1d. Election of Director: Bernard Fried Mgmt For For
1e. Election of Director: Worthing F. Jackman Mgmt For For
1f. Election of Director: Holli C. Ladhani Mgmt For For
1g. Election of Director: David M. McClanahan Mgmt For For
1h. Election of Director: R. Scott Rowe Mgmt For For
1i. Election of Director: Margaret B. Shannon Mgmt For For
1j. Election of Director: Martha B. Wyrsch Mgmt For For
2. Approval, by non-binding advisory vote, of Mgmt For For
Quanta's executive compensation.
3. Recommendation, by non-binding advisory Mgmt 1 Year For
vote, on the frequency of future advisory
votes on Quanta's executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Quanta's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
ROLLS-ROYCE HOLDINGS PLC Agenda Number: 716737878
--------------------------------------------------------------------------------------------------------------------------
Security: G76225104
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: GB00B63H8491
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND THE AUDITOR
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 31 DECEMBER 2022
3 TO RE-ELECT DAME ANITA FREW AS A DIRECTOR Mgmt For For
OF THE COMPANY
4 TO ELECT TUFAN ERGINBILGIC AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 TO RE-ELECT PANOS KAKOULLIS AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 TO RE-ELECT PAUL ADAMS AS A DIRECTOR OF THE Mgmt For For
COMPANY
7 TO RE-ELECT GEORGE CULMER AS A DIRECTOR OF Mgmt For For
THE COMPANY
8 TO RE-ELECT LORD JITESH GADHIA AS A Mgmt For For
DIRECTOR OF THE COMPANY
9 TO RE-ELECT BEVERLY GOULET AS A DIRECTOR OF Mgmt For For
THE COMPANY
10 TO RE-ELECT NICK LUFF AS A DIRECTOR OF THE Mgmt For For
COMPANY
11 TO RE-ELECT WENDY MARS AS A DIRECTOR OF THE Mgmt For For
COMPANY
12 TO RE-ELECT SIR KEVIN SMITH CBE AS A Mgmt For For
DIRECTOR OF THE COMPANY
13 TO RE-ELECT DAME ANGELA STRANK AS A Mgmt For For
DIRECTOR OF THE COMPANY
14 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS THE Mgmt For For
COMPANY'S AUDITOR
15 TO AUTHORISE THE AUDIT COMMITTEE ON BEHALF Mgmt For For
OF THE BOARD TO SET THE AUDITORS
REMUNERATION
16 TO AUTHORISE POLITICAL DONATIONS AND Mgmt For For
POLITICAL EXPENDITURE
17 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
18 TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
19 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
--------------------------------------------------------------------------------------------------------------------------
SAFRAN SA Agenda Number: 717144151
--------------------------------------------------------------------------------------------------------------------------
Security: F4035A557
Meeting Type: MIX
Meeting Date: 25-May-2023
Ticker:
ISIN: FR0000073272
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0329/202303292300694
.pdf
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For
STATEMENTS FOR THE YEAR ENDED DECEMBER 31,
2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE YEAR ENDED DECEMBER 31,
2022
3 APPROPRIATION OF PROFIT FOR THE YEAR AND Mgmt For For
APPROVAL OF THE RECOMMENDED DIVIDEND
4 APPROVAL OF A RELATED-PARTY AGREEMENT Mgmt For For
GOVERNED BY ARTICLE L.225-38 OF THE FRENCH
COMMERCIAL CODE ENTERED INTO WITH AIRBUS
SE, TIKEHAU ACE CAPITAL, AD HOLDING AND THE
FRENCH STATE, AND OF THE STATUTORY AUDITORS
SPECIAL REPORT ON RELATED-PARTY AGREEMENTS
GOVERNED BY ARTICLES L.225-38 ET SEQ. OF
THE FRENCH COMMERCIAL CODE
5 RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ALEXANDRE LAHOUSSE AS A DIRECTOR PUT
FORWARD BY THE FRENCH STATE
6 RATIFICATION OF THE APPOINTMENT OF ROBERT Mgmt For For
PEUGEOT AS A DIRECTOR
7 RE-APPOINTMENT OF ROSS MC INNES AS A Mgmt For For
DIRECTOR
8 RE-APPOINTMENT OF OLIVIER ANDRIES AS A Mgmt For For
DIRECTOR
9 APPOINTMENT OF FABRICE BREGIER AS AN Mgmt For For
INDEPENDENT DIRECTOR
10 RE-APPOINTMENT OF LAURENT GUILLOT AS AN Mgmt For For
INDEPENDENT DIRECTOR
11 RE-APPOINTMENT OF ALEXANDRE LAHOUSSE AS A Mgmt For For
DIRECTOR PUT FORWARD BY THE FRENCH STATE
12 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS OF THE TOTAL
COMPENSATION AND BENEFITS PAID DURING OR
AWARDED FOR 2022 TO THE CHAIRMAN OF THE
BOARD OF DIRECTORS
13 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS OF THE TOTAL
COMPENSATION AND BENEFITS PAID DURING OR
AWARDED FOR 2022 TO THE CHIEF EXECUTIVE
OFFICER
14 APPROVAL OF THE DISCLOSURES REQUIRED UNDER Mgmt For For
ARTICLE L.22-10-9 I OF THE FRENCH
COMMERCIAL CODE CONCERNING THE COMPENSATION
OF CORPORATE OFFICERS FOR 2022
15 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE CHAIRMAN OF THE BOARD OF
DIRECTORS FOR 2023
16 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE CHIEF EXECUTIVE OFFICER
FOR 2023
17 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE DIRECTORS FOR 2023
18 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
CARRY OUT A SHARE BUYBACK PROGRAM
19 AUTHORIZATION TO INCREASE THE COMPANY'S Mgmt For For
CAPITAL BY ISSUING SHARES AND/OR SECURITIES
CARRYING RIGHTS TO SHARES, WITH PRE-EMPTIVE
SUBSCRIPTION RIGHTS, WHICH MAY NOT BE USED
DURING, OR IN THE RUN-UP TO, A PUBLIC
OFFER, AND BLANKET CEILING FOR CAPITAL
INCREASES WITH OR WITHOUT PRE-EMPTIVE
SUBSCRIPTION RIGHTS
20 AUTHORIZATION TO INCREASE THE COMPANY'S Mgmt For For
CAPITAL BY ISSUING SHARES AND/OR SECURITIES
CARRYING RIGHTS TO SHARES, WITHOUT
PRE-EMPTIVE SUBSCRIPTION RIGHTS, BY WAY OF
A PUBLIC OFFER OTHER THAN OFFERS GOVERNED
BY ARTICLE L.411-2, 1N OF THE MON. AND FIN.
CODE, WHICH MAY NOT BE USED DURING, OR IN
THE RUN-UP TO, A PUBLIC OFFER
21 AUTHORIZATION TO ISSUE SHARES AND/OR Mgmt For For
SECURITIES CARRYING RIGHTS TO SHARES OF THE
COMPANY, WITHOUT PRE-EMPTIVE SUBSCRIPTION
RIGHTS, IN THE EVENT OF A PUBLIC EXCHANGE
OFFER INITIATED BY THE COMPANY, WHICH MAY
NOT BE USED DURING, OR IN THE RUN-UP TO, A
PUBLIC OFFER
22 AUTHORIZATION TO INCREASE THE COMPANY'S Mgmt For For
CAPITAL BY ISSUING SHARES AND/OR SECURITIES
CARRYING RIGHTS TO SHARES OF THE COMPANY,
WITHOUT PRE-EMPTIVE SUBSCRIPTION RIGHTS,
THROUGH AN OFFER GOVERNED BY ARTICLE
L.411-2, 1N OF THE MON. AND FIN. CODE,
WHICH MAY NOT BE USED DURING, OR IN THE
RUN-UP TO, A PUBLIC OFFER
23 AUTHORIZATION TO INCREASE THE NUMBER OF Mgmt For For
SECURITIES INCLUDED IN AN ISSUE CARRIED OUT
WITH OR WITHOUT PRE-EMPTIVE SUBSCRIPTION
RIGHTS (PURSUANT TO THE 19TH, 20TH, 21ST OR
22ND RESOLUTIONS), WHICH MAY NOT BE USED
DURING, OR IN THE RUN-UP TO, A PUBLIC OFFER
24 AUTHORIZATION TO INCREASE THE COMPANY'S Mgmt For For
CAPITAL BY CAPITALIZING RESERVES, RETAINED
EARNINGS, PROFITS OR ADDITIONAL PAID-IN
CAPITAL, WHICH MAY NOT BE USED DURING, OR
IN THE RUN-UP TO, A PUBLIC OFFER
25 AUTHORIZATION TO INCREASE THE COMPANY'S Mgmt For For
CAPITAL BY ISSUING SHARES TO EMPLOYEES WHO
ARE MEMBERS OF A GROUP EMPLOYEE SAVINGS
PLAN, WITHOUT PRE-EMPTIVE SUBSCRIPTION
RIGHTS
26 AUTHORIZATION TO REDUCE THE COMPANY'S Mgmt For For
CAPITAL BY CANCELING TREASURY SHARES
27 AUTHORIZATION TO GRANT EXISTING OR NEW Mgmt For For
SHARES OF THE COMPANY, WITHOUT
CONSIDERATION AND WITH PERFORMANCE
CONDITIONS, TO EMPLOYEES AND CORPORATE
OFFICERS OF THE COMPANY AND OTHER GROUP
ENTITIES, WITH A WAIVER OF SHAREHOLDERS
PRE-EMPTIVE SUBSCRIPTION RIGHTS
28 AUTHORIZATION TO GRANT EXISTING OR NEW Mgmt For For
SHARES OF THE COMPANY, WITHOUT
CONSIDERATION AND WITHOUT PERFORMANCE
CONDITIONS, TO EMPLOYEES OF THE COMPANY AND
OTHER GROUP ENTITIES, WITH A WAIVER OF
SHAREHOLDERS PRE-EMPTIVE SUBSCRIPTION
RIGHTS
29 POWERS TO CARRY OUT FORMALITIES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 716409405
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: OGM
Meeting Date: 21-Dec-2022
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THAT: (A) APPROVAL AND ADOPTION OF THE Mgmt For For
RULES OF THE SHARE AWARD SCHEME OF THE
COMPANY, A COPY OF WHICH HAS BEEN SIGNED BY
THE CHAIRMAN OF THE MEETING FOR
IDENTIFICATION PURPOSES (THE "2022 SHARE
AWARD SCHEME"), SUBJECT TO AND CONDITIONAL
UPON THE LISTING COMMITTEE OF THE STOCK
EXCHANGE OF HONG KONG LIMITED (THE "STOCK
EXCHANGE") GRANTING THE LISTING OF AND
PERMISSION TO DEAL IN THE SHARES TO BE
ISSUED PURSUANT TO THE VESTING OR EXERCISE
OF ANY AWARDS GRANTED UNDER THE 2022 SHARE
AWARD SCHEME; AND(B) AUTHORIZATION OF THE
REMUNERATION COMMITTEE OF THE BOARD OF
DIRECTORS OF THE COMPANY (THE "BOARD") (THE
"REMUNERATION COMMITTEE") UNDER AUTHORITY
DELEGATED TO IT BY THE BOARD TO GRANT
AWARDS OF OPTIONS OR RESTRICTED SHARE UNITS
("RSUS") PURSUANT TO THE 2022 SHARE AWARD
SCHEME, AND AUTHORIZATION OF THE BOARD TO
ALLOT AND ISSUE SHARES, DIRECT AND PROCURE
ANY PROFESSIONAL TRUSTEE AS MAY BE
APPOINTED BY THE COMPANY TO ASSIST WITH THE
ADMINISTRATION, EXERCISE AND VESTING OF
OPTIONS AND RSUS, TO TRANSFER SHARES AND
OTHERWISE DEAL WITH SHARES UNDERLYING THE
OPTIONS AND/OR RSUS GRANTED PURSUANT TO THE
2022 SHARE AWARD SCHEME AS AND WHEN THE
YARE EXERCISED OR VEST (AS THE CASE MAY
BE), IN ACCORDANCE WITH LUXEMBOURG
COMPANIES LAW AND THE ARTICLES OF
ASSOCIATION OF THE COMPANY, INCLUDING IN
PARTICULAR WITH RESPECT TO THE LIMITATION
OR SUPPRESSION OF THE PREFERENTIAL
SUBSCRIPTION RIGHTS OF EXISTING
SHAREHOLDERS OF THE COMPANY
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800725.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800735.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717106783
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: EGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 MODIFICATION OF ARTICLE 11 (AUDIT) OF THE Mgmt For For
ARTICLES OF INCORPORATION OF THE COMPANY,
IN ORDER TO READ AS FOLLOWS: 11.1 THE
OPERATIONS OF THE COMPANY, COMPRISING IN
PARTICULAR THE KEEPING OF ITS ACCOUNTS AND
THE PREPARATION OF INCOME TAX RETURNS OR
OTHER DECLARATIONS PROVIDED FOR BY
LUXEMBOURG LAW, SHALL BE SUPERVISED BY ONE
OR SEVERAL INDEPENDENT AUDITORS (THE
"INDEPENDENT AUDITORS"), INCLUDING AT LEAST
ONE APPROVED STATUTORY AUDITOR ("REVISEUR
D'ENTREPRISES AGREE") IN ACCORDANCE WITH
THE LUXEMBOURG LEGISLATION ON THE
ACCOUNTING AND THE ANNUAL ACCOUNTS OF
UNDERTAKINGS (THE "APPROVED STATUTORY
AUDITOR") WHO NEED NOT BE SHAREHOLDER OF
THE COMPANY. THE INDEPENDENT AUDITORS SHALL
BE APPOINTED BY THE ANNUAL GENERAL MEETING
OF SHAREHOLDERS FOR A PERIOD OF OFFICE
ENDING ON THE DAY OF THE NEXT FOLLOWING
ANNUAL GENERAL MEETING OF SHAREHOLDERS ONCE
ITS SUCCESSOR SHALL HAVE BEEN ELECTED. THE
INDEPENDENT AUDITORS SHALL REMAIN IN OFFICE
UNTIL IT/THEY HAS/HAVE BEEN RE-ELECTED OR
ITS/THEIR SUCCESSOR HAS/HAVE BEEN ELECTED.
11.2 THE INDEPENDENT AUDITORS SHALL BE
ELIGIBLE FOR RE-ELECTION. 11.3 THE
APPOINTMENT OR REMOVAL OF THE INDEPENDENT
AUDITORS SHALL BE APPROVED BY AN ORDINARY
RESOLUTION OF THE SHAREHOLDERS IN GENERAL
MEETING. THE INDEPENDENT AUDITORS IN OFFICE
MAY ONLY BE REMOVED (I) WITH CAUSE OR (II)
WITH BOTH HIS/ITS APPROVAL AND THE APPROVAL
OF THE GENERAL MEETING. "11.4 THE
REMUNERATION OF THE INDEPENDENT AUDITORS
SHALL BE FIXED AS PROVIDED FOR UNDER
ARTICLE 13.2 BELOW."
2 MODIFICATION OF 13.2 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: THE COMPANY IN THE ANNUAL
GENERAL MEETING SHALL HEAR THE REPORTS OF
THE INDEPENDENT AUDITORS AND DISCUSS THE
BALANCE SHEET. AFTER THE BALANCE SHEET HAS
BEEN APPROVED, THE GENERAL MEETING SHALL
DECIDE BY ORDINARY RESOLUTION, ON THE
REMUNERATION OF THE DIRECTORS AND OF THE
INDEPENDENT AUDITORS AND ON THE DISCHARGE
TO BE GRANTED TO THE DIRECTORS. THE GENERAL
MEETING MAY DECIDE TO DELEGATE TO THE BOARD
(WITH AUTHORITY FOR THE BOARD TO AUTHORIZE
THE AUDIT COMMITTEE OF THE BOARD) THE
DETERMINATION OF THE AMOUNT OF THE
REMUNERATION OF THE INDEPENDENT AUDITORS
3 MODIFICATION OF 13.18 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: NOTICE OF EVERY GENERAL
MEETING SHALL BE GIVEN IN ANY MANNER
HEREINBEFORE AUTHORISED TO: A) EVERY PERSON
SHOWN AS A MEMBER IN THE REGISTER AS OF THE
RECORD DATE FOR SUCH MEETING EXCEPT THAT IN
THE CASE OF JOINT HOLDERS THE NOTICE SHALL
BE SUFFICIENT IF GIVEN TO THE JOINT HOLDER
FIRST NAMED IN THE REGISTER; B) EVERY
PERSON UPON WHOM THE OWNERSHIP OF A SHARE
DEVOLVES BY REASON OF HIS BEING A LEGAL
PERSONAL REPRESENTATIVE OR A TRUSTEE IN
BANKRUPTCY OF A MEMBER OF RECORD WHERE THE
MEMBER OF RECORD BUT FOR HIS DEATH OR
BANKRUPTCY WOULD BE ENTITLED TO RECEIVE
NOTICE OF THE MEETING AND WHICH IDENTITY
HAS BEEN COMMUNICATED TO THE REGISTER
AND/OR TO THE COMPANY; C) THE INDEPENDENT
AUDITORS; D) EACH DIRECTOR; E) THE
EXCHANGE; AND F) SUCH OTHER PERSON TO WHOM
SUCH NOTICE IS REQUIRED TO BE GIVEN IN
ACCORDANCE WITH THE LISTING RULES. NO OTHER
PERSON SHALL BE ENTITLED TO RECEIVE NOTICES
OF GENERAL MEETINGS
4 ADOPTION OF THE NEW NUMBERING OF THE Mgmt For For
ARTICLES OF THE LAW OF AUGUST 10, 1915, ON
COMMERCIAL COMPANIES REFERRED TO IN ARTICLE
4.11, ARTICLE 5.2, ARTICLE 8.10 AND ARTICLE
14.7 OF THE ARTICLES OF INCORPORATION OF
THE COMPANY, FURTHER TO THE GRAND DUCAL
DECREE OF DECEMBER 5, 2017, COORDINATING
THE LAW OF AUGUST 10, 1915 ON COMMERCIAL
COMPANIES, AS AMENDED
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717224391
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: AGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002091.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002103.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE.
1 TO RECEIVE AND ADOPT THE AUDITED STATUTORY Mgmt For For
ACCOUNTS AND AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY AND THE REPORTS
OF THE DIRECTORS OF THE COMPANY (THE
DIRECTORS) (AMONG WHICH THE CONFLICT OF
INTEREST REPORT) AND AUDITORS FOR THE YEAR
ENDED DECEMBER 31, 2022
2 TO APPROVE THE ALLOCATION OF THE RESULTS OF Mgmt For For
THE COMPANY FOR THE YEAR ENDED DECEMBER 31,
2022
3.1 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. KYLE FRANCIS GENDREAU FOR A PERIOD OF
THREE YEARS EXPIRING UPON THE HOLDING OF
THE ANNUAL GENERAL MEETING OF THE COMPANY
TO BE HELD IN 2026
3.2 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. TOM KORBAS FOR A PERIOD OF THREE YEARS
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2026
3.3 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MS. YING YEH FOR A PERIOD OF ONE YEAR
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2024
4 TO RENEW THE MANDATE GRANTED TO KPMG Mgmt For For
LUXEMBOURG TO ACT AS APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE YEAR ENDING DECEMBER
31, 2023, AND, SUBJECT TO THE ADOPTION BY
THE EXTRAORDINARY GENERAL MEETING OF THE
COMPANY TO BE HELD AFTER THE ANNUAL GENERAL
MEETING ON THE SAME DATE (THE EXTRAORDINARY
GENERAL MEETING) OF THE MODIFICATION OF
ARTICLE 13.2 OF THE ARTICLES OF
INCORPORATION OF THE COMPANY (THE ARTICLES
OF INCORPORATION), AUTHORIZATION OF THE
BOARD OF DIRECTORS TO FIX THE REMUNERATION
OF THE APPROVED STATUTORY AUDITOR AS FROM
THE FINANCIAL YEAR STARTING JANUARY 1, 2024
5 TO RE-APPOINT KPMG LLP AS THE EXTERNAL Mgmt For For
AUDITOR OF THE COMPANY TO HOLD OFFICE FROM
THE CONCLUSION OF THE ANNUAL GENERAL
MEETING UNTIL THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY AND, SUBJECT TO THE
ADOPTION BY THE EXTRAORDINARY GENERAL
MEETING OF THE MODIFICATION OF ARTICLE 13.2
OF THE ARTICLES OF INCORPORATION,
AUTHORIZATION OF THE BOARD OF DIRECTORS TO
FIX THE REMUNERATION OF THE EXTERNAL
AUDITOR FOR THE YEAR ENDING DECEMBER 31,
2023
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE ADDITIONAL SHARES OF THE COMPANY
NOT EXCEEDING 10 PER CENT. OF THE TOTAL
NUMBER OF ISSUED SHARES OF THE COMPANY AS
AT THE DATE OF THIS RESOLUTION (IN
ACCORDANCE WITH THE TERMS AND CONDITIONS
DESCRIBED IN THE ANNUAL GENERAL MEETING
CIRCULAR)
7 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10 PER CENT. OF THE TOTAL NUMBER
OF ISSUED SHARES OF THE COMPANY AS AT THE
DATE OF THIS RESOLUTION (IN ACCORDANCE WITH
THE TERMS AND CONDITIONS DESCRIBED IN THE
ANNUAL GENERAL MEETING CIRCULAR)
8 THAT (A) THE GRANT OF RESTRICTED SHARE Mgmt For For
UNITS (RSUS) PURSUANT TO THE SHARE AWARD
SCHEME OF THE COMPANY ADOPTED BY THE
SHAREHOLDERS ON DECEMBER 21, 2022, AS
AMENDED FROM TIME TO TIME (THE SHARE AWARD
SCHEME) IN RESPECT OF AN AGGREGATE OF UP TO
4,029,621 SHARES TO MR. KYLE FRANCIS
GENDREAU IN ACCORDANCE WITH THE TERMS OF
THE SHARE AWARD SCHEME, SUBJECT TO ALL
APPLICABLE LAWS, RULES AND REGULATIONS AND
APPLICABLE AWARD DOCUMENT(S), BE APPROVED
AND (B) AUTHORITY BE GIVEN TO THE DIRECTORS
TO EXERCISE THE POWERS OF THE COMPANY TO
GIVE EFFECT TO SUCH GRANT OF RSUS
9 TO APPROVE THE DISCHARGE GRANTED TO THE Mgmt For For
DIRECTORS AND THE APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE EXERCISE OF THEIR
RESPECTIVE MANDATES DURING THE YEAR ENDED
DECEMBER 31, 2022
10 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO CERTAIN DIRECTORS
11 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO KPMG LUXEMBOURG AS THE APPROVED
STATUTORY AUDITOR (REVISEUR DENTREPRISES
AGREE) OF THE COMPANY
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SANDS CHINA LTD Agenda Number: 716853456
--------------------------------------------------------------------------------------------------------------------------
Security: G7800X107
Meeting Type: AGM
Meeting Date: 19-May-2023
Ticker:
ISIN: KYG7800X1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY AND ITS
SUBSIDIARIES AND THE REPORTS OF THE
DIRECTORS (THE "DIRECTORS") OF THE COMPANY
AND AUDITOR FOR THE YEAR ENDED DECEMBER 31,
2022
2.A TO RE-ELECT MR. ROBERT GLEN GOLDSTEIN AS Mgmt For For
EXECUTIVE DIRECTOR
2.B TO RE-ELECT MR. CHARLES DANIEL FORMAN AS Mgmt For For
NON-EXECUTIVE DIRECTOR
2.C TO RE-ELECT MR. KENNETH PATRICK CHUNG AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
2.D TO AUTHORIZE THE BOARD OF DIRECTORS (THE Mgmt For For
"BOARD") TO FIX THE RESPECTIVE DIRECTORS
REMUNERATION
3 TO RE-APPOINT DELOITTE TOUCHE TOHMATSU AS Mgmt For For
AUDITOR AND TO AUTHORIZE THE BOARD TO FIX
THEIR REMUNERATION
4 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10% OF THE TOTAL NUMBER OF ISSUED
SHARES OF THE COMPANY AS AT THE DATE OF
PASSING OF THIS RESOLUTION
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY NOT EXCEEDING 20% OF
THE TOTAL NUMBER OF ISSUED SHARES OF THE
COMPANY AS AT THE DATE OF PASSING OF THIS
RESOLUTION
6 TO EXTEND THE GENERAL MANDATE GRANTED TO Mgmt For For
THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH
ADDITIONAL SHARES OF THE COMPANY BY THE
AGGREGATE NUMBER OF THE SHARES REPURCHASED
BY THE COMPANY
7 TO APPROVE THE AMENDMENTS TO THE MEMORANDUM Mgmt For For
AND ARTICLES OF ASSOCIATION OF THE COMPANY
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0330/2023033001040.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0330/2023033000924.pdf
--------------------------------------------------------------------------------------------------------------------------
SCHNEIDER ELECTRIC SE Agenda Number: 716843570
--------------------------------------------------------------------------------------------------------------------------
Security: F86921107
Meeting Type: MIX
Meeting Date: 04-May-2023
Ticker:
ISIN: FR0000121972
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
1 APPROVAL OF STATUTORY FINANCIAL STATEMENTS Mgmt For For
FOR THE 2022 FISCAL YEAR
2 APPROVAL OF CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE 2022 FISCAL YEAR
3 APPROPRIATION OF PROFIT FOR THE FISCAL YEAR Mgmt For For
AND SETTING THE DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS GOVERNED Mgmt For For
BY ARTICLE L. 225-38 ET SEQ. OF THE FRENCH
COMMERCIAL CODE
5 APPROVAL OF THE INFORMATION ON THE Mgmt For For
DIRECTORS AND THE CORPORATE OFFICERS
COMPENSATION PAID OR GRANTED FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2022 MENTIONED IN
ARTICLE L. 22-10-9 OF THE FRENCH COMMERCIAL
CODE
6 APPROVAL OF THE COMPONENTS OF THE TOTAL Mgmt For For
COMPENSATION AND BENEFITS OF ALL TYPES PAID
DURING THE 2022 FISCAL YEAR OR AWARDED IN
RESPECT OF THE SAID FISCAL YEAR TO MR.
JEAN-PASCAL TRICOIRE
7 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN & CHIEF EXECUTIVE OFFICER, MR.
JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM
JANUARY 1 TO MAY 3, 2023
8 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHIEF EXECUTIVE OFFICER, MR. PETER HERWECK,
FOR THE PERIOD FROM MAY 4 TO DECEMBER 31,
2023
9 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN OF THE BOARD OF DIRECTORS, MR.
JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM
MAY 4 TO DECEMBER 31, 2023
10 DETERMINATION OF THE TOTAL ANNUAL Mgmt For For
COMPENSATION OF THE DIRECTORS
11 APPROVAL OF THE DIRECTORS COMPENSATION Mgmt For For
POLICY
12 RENEWAL OF THE TERM OF OFFICE OF MR. L?O Mgmt For For
APOTHEKER
13 RENEWAL OF THE TERM OF OFFICE OF MR. Mgmt For For
GREGORY SPIERKEL
14 RENEWAL OF THE TERM OF OFFICE OF MR. LIP-BU Mgmt For For
TAN
15 APPOINTMENT OF MR. ABHAY PARASNIS AS A Mgmt For For
DIRECTOR
16 APPOINTMENT OF MRS. GIULIA CHIERCHIA AS A Mgmt For For
DIRECTOR
17 OPINION ON THE COMPANY CLIMATE STRATEGY Mgmt For For
18 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO BUY BACK COMPANY SHARES
19 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITH SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT
20 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT THROUGH A PUBLIC
OFFERING OTHER THAN THOSE REFERRED TO IN
ARTICLE L. 411-2 1N OF THE FRENCH MONETARY
AND FINANCIAL CODE
21 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT THROUGH AN OFFERING IN
ACCORDANCE WITH ARTICLE L. 411-2 1N OF THE
FRENCH MONETARY AND FINANCIAL CODE
22 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE NUMBER OF SHARES
TO BE ISSUED IN THE EVENT OF A CAPITAL
INCREASE WITH OR WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT IN CONSIDERATION FOR
CONTRIBUTIONS IN KIND TO THE COMPANY
24 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
CAPITALIZING ADDITIONAL PAID-IN CAPITAL,
RESERVES, EARNINGS OR OTHER
25 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO UNDERTAKE CAPITAL INCREASES
RESERVED FOR PARTICIPANTS IN A COMPANY
SAVINGS PLAN WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
26 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO UNDERTAKE CAPITAL INCREASES
RESERVED FOR EMPLOYEES OF CERTAIN
NON-FRENCH SUBSIDIARIES OF THE GROUP,
DIRECTLY OR VIA ENTITIES ACTING TO OFFER
THOSE EMPLOYEES BENEFITS COMPARABLE TO
THOSE OFFERED TO PARTICIPANTS IN A COMPANY
SAVINGS PLAN WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
27 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For
CANCEL SHARES OF THE COMPANY BOUGHT BACK BY
THE COMPANY UNDER THE SHARE BUYBACK
PROGRAMS
28 POWERS FOR FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0327/202303272300691
.pdf
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SHOPIFY INC. Agenda Number: 935878465
--------------------------------------------------------------------------------------------------------------------------
Security: 82509L107
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: SHOP
ISIN: CA82509L1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Tobias Lutke Mgmt For For
1B Election of Director: Robert Ashe Mgmt For For
1C Election of Director: Gail Goodman Mgmt For For
1D Election of Director: Colleen Johnston Mgmt For For
1E Election of Director: Jeremy Levine Mgmt For For
1F Election of Director: Toby Shannan Mgmt For For
1G Election of Director: Fidji Simo Mgmt For For
1H Election of Director: Bret Taylor Mgmt For For
2 Auditor Proposal Resolution approving the Mgmt For For
re-appointment of PricewaterhouseCoopers
LLP as auditors of Shopify Inc. and
authorizing the Board of Directors to fix
their remuneration.
3 Advisory Vote on Executive Compensation Mgmt For For
Proposal Non-binding advisory resolution
that the shareholders accept Shopify Inc.'s
approach to executive compensation as
disclosed in the Management Information
Circular for the Meeting.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD Agenda Number: 717197835
--------------------------------------------------------------------------------------------------------------------------
Security: Y84629107
Meeting Type: AGM
Meeting Date: 06-Jun-2023
Ticker:
ISIN: TW0002330008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACCEPT 2022 BUSINESS REPORT AND Mgmt For For
FINANCIAL STATEMENTS.
2 TO APPROVE THE ISSUANCE OF EMPLOYEE Mgmt For For
RESTRICTED STOCK AWARDS FOR YEAR 2023.
3 TO REVISE THE PROCEDURES FOR ENDORSEMENT Mgmt For For
AND GUARANTEE.
4 IN ORDER TO REFLECT THE AUDIT COMMITTEE Mgmt For For
NAME CHANGE TO THE AUDIT AND RISK
COMMITTEE, TO REVISE THE NAME OF AUDIT
COMMITTEE IN THE FOLLOWING TSMC
POLICIES,(I). PROCEDURES FOR ACQUISITION OR
DISPOSAL OF ASSETS. (II). PROCEDURES FOR
FINANCIAL DERIVATIVES TRANSACTIONS. (III).
PROCEDURES FOR LENDING FUNDS TO OTHER
PARTIES. (IV). PROCEDURES FOR ENDORSEMENT
AND GUARANTEE.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MFG. CO. LTD. Agenda Number: 935863298
--------------------------------------------------------------------------------------------------------------------------
Security: 874039100
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TSM
ISIN: US8740391003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To accept 2022 Business Report and Mgmt For For
Financial Statements
2. To approve the issuance of employee Mgmt For For
restricted stock awards for year 2023
3. To revise the Procedures for Endorsement Mgmt For For
and Guarantee
4. In order to reflect the Audit Committee Mgmt For For
name change to the Audit and Risk
Committee, to revise the name of Audit
Committee in the following TSMC policies:
i. Procedures for Acquisition or Disposal
of Assets ii. Procedures for Financial
Derivatives Transactions iii. Procedures
for Lending Funds to Other Parties iv.
Procedures for Endorsement and Guarantee
--------------------------------------------------------------------------------------------------------------------------
TECHNIPFMC PLC Agenda Number: 935782157
--------------------------------------------------------------------------------------------------------------------------
Security: G87110105
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: FTI
ISIN: GB00BDSFG982
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Douglas J. Pferdehirt
1b. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Claire S. Farley
1c. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Eleazar de Carvalho Filho
1d. Election of Director for a term expiring at Mgmt Against Against
the Company's 2024 Annual General Meeting
of Shareholders: Robert G. Gwin
1e. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John O'Leary
1f. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Margareth ovrum
1g. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Kay G. Priestly
1h. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John Yearwood
1i. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Sophie Zurquiyah
2. 2022 U.S. Say-on-Pay for Named Executive Mgmt For For
Officers: To approve, as a non-binding
advisory resolution, the Company's named
executive officer compensation for the year
ended December 31, 2022, as reported in the
Company's Proxy Statement.
3. 2022 U.K. Directors' Remuneration Report: Mgmt For For
To approve, as a non-binding advisory
resolution, the Company's directors'
remuneration report for the year ended
December 31, 2022, as reported in the
Company's U.K. Annual Report and Accounts.
4. Receipt of U.K. Annual Report and Accounts: Mgmt For For
To receive the Company's audited U.K.
accounts for the year ended December 31,
2022, including the reports of the
directors and the auditor thereon.
5. Ratification of PwC as U.S. Auditor: To Mgmt For For
ratify the appointment of
PricewaterhouseCoopers LLP ("PwC") as the
Company's U.S. independent registered
public accounting firm for the year ending
December 31, 2023.
6. Reappointment of PwC as U.K. Statutory Mgmt For For
Auditor: To reappoint PwC as the Company's
U.K. statutory auditor under the U.K.
Companies Act 2006, to hold office from the
conclusion of the 2023 Annual General
Meeting of Shareholders until the next
annual general meeting of shareholders at
which accounts are laid.
7. Approval of U.K. Statutory Auditor Fees: To Mgmt For For
authorize the Board and/or the Audit
Committee to determine the remuneration of
PwC, in its capacity as the Company's U.K.
statutory auditor for the year ending
December 31, 2023.
8. Authority to Allot Equity Securities: To Mgmt For For
authorize the Board to allot equity
securities in the Company.
9. As a special resolution - Authority to Mgmt For For
Allot Equity Securities without Pre-emptive
Rights: Pursuant to the authority
contemplated by the resolution in Proposal
8, to authorize the Board to allot equity
securities without pre-emptive rights.
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD Agenda Number: 716954727
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0406/2023040601872.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0406/2023040601874.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS, THE DIRECTORS REPORT
AND THE INDEPENDENT AUDITORS REPORT FOR THE
YEAR ENDED 31 DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.A TO RE-ELECT MR JACOBUS PETRUS (KOOS) BEKKER Mgmt For For
AS DIRECTOR
3.B TO RE-ELECT PROFESSOR ZHANG XIULAN AS Mgmt For For
DIRECTOR
3.C TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS REMUNERATION
4 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE NEW SHARES (ORDINARY RESOLUTION 5
AS SET OUT IN THE NOTICE OF THE AGM)
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES (ORDINARY RESOLUTION 6
AS SET OUT IN THE NOTICE OF THE AGM)
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD Agenda Number: 717126634
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: EGM
Meeting Date: 17-May-2023
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401635.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1A TO APPROVE AND ADOPT THE 2023 SHARE OPTION Mgmt For For
SCHEME
1B TO APPROVE THE TRANSFER OF SHARE OPTIONS Mgmt For For
1C TO TERMINATE THE SHARE OPTION SCHEME Mgmt For For
ADOPTED BY THE COMPANY ON 17 MAY 2017
2 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (SHARE OPTION) UNDER THE 2023 SHARE
OPTION SCHEME
3 TO APPROVE AND ADOPT THE SERVICE PROVIDER Mgmt For For
SUB-LIMIT (SHARE OPTION) UNDER THE 2023
SHARE OPTION SCHEME
4A TO APPROVE AND ADOPT THE 2023 SHARE AWARD Mgmt For For
SCHEME
4B TO APPROVE THE TRANSFER OF SHARE AWARDS Mgmt For For
4C TO TERMINATE EACH OF THE SHARE AWARD Mgmt For For
SCHEMES ADOPTED BY THE COMPANY ON 13
NOVEMBER 2013 AND 25 NOVEMBER 2019
5 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (SHARE AWARD) UNDER THE 2023 SHARE
AWARD SCHEME
6 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (NEW SHARES SHARE AWARD) UNDER THE
2023 SHARE AWARD SCHEME
7 TO APPROVE AND ADOPT THE SERVICE PROVIDER Mgmt For For
SUB-LIMIT (NEW SHARES SHARE AWARD) UNDER
THE 2023 SHARE AWARD SCHEME
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VALMONT INDUSTRIES, INC. Agenda Number: 935776990
--------------------------------------------------------------------------------------------------------------------------
Security: 920253101
Meeting Type: Annual
Meeting Date: 24-Apr-2023
Ticker: VMI
ISIN: US9202531011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Mogens C. Bay Mgmt For For
Ritu Favre Mgmt For For
Richard A. Lanoha Mgmt For For
2. Advisory approval of the company's Mgmt For For
executive compensation.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on the company's executive
compensation.
4. Ratifying the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditors for
fiscal 2023.
--------------------------------------------------------------------------------------------------------------------------
VINCI SA Agenda Number: 716829532
--------------------------------------------------------------------------------------------------------------------------
Security: F5879X108
Meeting Type: MIX
Meeting Date: 13-Apr-2023
Ticker:
ISIN: FR0000125486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
1 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
AND STATUTORY REPORTS
2 APPROVE FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 4 PER SHARE
4 REELECT CAROLINE GREGOIRE SAINTE MARIE AS Mgmt For For
DIRECTOR
5 ELECT CARLOS AGUILAR AS DIRECTOR Mgmt For For
6 ELECT ANNETTE MESSEMER AS DIRECTOR Mgmt For For
7 ELECT DOMINIQUE MULLER AS REPRESENTATIVE OF Mgmt For For
EMPLOYEE SHAREHOLDERS TO THE BOARD
8 ELECT AGNES DANEY DE MARCILLAC AS Mgmt Against Against
REPRESENTATIVE OF EMPLOYEE SHAREHOLDERS TO
THE BOARD
9 ELECT RONALD KOUWENHOVEN AS REPRESENTATIVE Mgmt Against Against
OF EMPLOYEE SHAREHOLDERS TO THE BOARD
10 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF Mgmt For For
ISSUED SHARE CAPITAL
11 APPROVE REMUNERATION POLICY OF DIRECTORS Mgmt For For
12 APPROVE REMUNERATION POLICY OF XAVIER Mgmt For For
HUILLARD, CHAIRMAN AND CEO
13 APPROVE COMPENSATION REPORT Mgmt For For
14 APPROVE COMPENSATION OF XAVIER HUILLARD, Mgmt For For
CHAIRMAN AND CEO
15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA Mgmt For For
CANCELLATION OF REPURCHASED SHARES
16 AUTHORIZE CAPITALIZATION OF RESERVES FOR Mgmt For For
BONUS ISSUE OR INCREASE IN PAR VALUE
17 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITH PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 300 MILLION
18 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 150 MILLION
19 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED Mgmt For For
SECURITIES FOR PRIVATE PLACEMENTS, UP TO
AGGREGATE NOMINAL AMOUNT OF EUR 150 MILLION
20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE Mgmt For For
EVENT OF ADDITIONAL DEMAND RELATED TO
DELEGATION SUBMITTED TO SHAREHOLDER VOTE
UNDER ITEMS 17-19
21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 Mgmt For For
PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS
IN KIND
22 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS
23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS RESERVED FOR
EMPLOYEES OF INTERNATIONAL SUBSIDIARIES
24 AUTHORIZE UP TO 1 PERCENT OF ISSUED CAPITAL Mgmt For For
FOR USE IN RESTRICTED STOCK PLANS RESERVED
FOR EMPLOYEES WITH PERFORMANCE CONDITIONS
ATTACHED
25 AUTHORIZE FILING OF REQUIRED Mgmt For For
DOCUMENTS/OTHER FORMALITIES
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 27 MAR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS AVAILABLE
BY CLICKING ON THE MATERIAL URL LINKS:
https://www.vinci.com/vinci.nsf/fr/actionna
ires-assemblees-generales/pages/index.htm
and HYPERLINK:
https://www.journal-officiel.gouv.fr/telech
argements/balo/pdf/2023/0322/202303222300617
.pdf AND PLEASE NOTE THAT THIS IS A REVISION
DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES TO MID 879483, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 868200 DUE TO SLIB VOTING TAG
CHANGES TO Y. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
Calamos Global Opportunities Fund
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
AIA GROUP LTD Agenda Number: 716976191
--------------------------------------------------------------------------------------------------------------------------
Security: Y002A1105
Meeting Type: AGM
Meeting Date: 18-May-2023
Ticker:
ISIN: HK0000069689
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100638.pdf
CMMT 19 APR 2023: PLEASE NOTE IN THE HONG KONG Non-Voting
MARKET THAT A VOTE OF "ABSTAIN" WILL BE
TREATED THE SAME AS A "TAKE NO ACTION"
VOTE.
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY, THE
REPORT OF THE DIRECTORS AND THE INDEPENDENT
AUDITORS REPORT FOR THE YEAR ENDED 31
DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND OF 113.40 HONG Mgmt For For
KONG CENTS PER SHARE FOR THE YEAR ENDED 31
DECEMBER 2022
3 TO RE-ELECT MR. EDMUND SZE-WING TSE AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
4 TO RE-ELECT MR. JACK CHAK-KWONG SO AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
5 TO RE-ELECT PROFESSOR LAWRENCE JUEN-YEE LAU Mgmt For For
AS INDEPENDENT NON-EXECUTIVE DIRECTOR OF
THE COMPANY
6 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
AUDITOR OF THE COMPANY AND TO AUTHORISE THE
BOARD OF DIRECTORS OF THE COMPANY TO FIX
ITS REMUNERATION
7A TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY, NOT EXCEEDING 10 PER
CENT OF THE NUMBER OF SHARES OF THE COMPANY
IN ISSUE AS AT THE DATE OF THIS RESOLUTION,
AND THE DISCOUNT FOR ANY SHARES TO BE
ISSUED SHALL NOT EXCEED 10 PER CENT TO THE
BENCHMARKED PRICE
7B TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO BUY BACK SHARES OF THE COMPANY, NOT
EXCEEDING 10 PER CENT OF THE NUMBER OF
SHARES OF THE COMPANY IN ISSUE AS AT THE
DATE OF THIS RESOLUTION
8 TO ADJUST THE LIMIT OF THE ANNUAL SUM OF Mgmt For For
THE DIRECTORS FEE TO USD 3,800,000
9 TO APPROVE AND ADOPT THE PROPOSED Mgmt For For
AMENDMENTS TO THE SHARE OPTION SCHEME OF
THE COMPANY
10 TO APPROVE AND ADOPT THE RESTRICTED SHARE Mgmt For For
UNIT SCHEME OF THE COMPANY WITH THE AMENDED
TERMS
11 TO APPROVE AND ADOPT THE EMPLOYEE SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
12 TO APPROVE AND ADOPT THE AGENCY SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
CMMT 19 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
AIRBUS SE Agenda Number: 716761514
--------------------------------------------------------------------------------------------------------------------------
Security: N0280G100
Meeting Type: AGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: NL0000235190
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 859228 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
A OPEN MEETING Non-Voting
B DISCUSSION ON COMPANY'S CORPORATE Non-Voting
GOVERNANCE STRUCTURE
C RECEIVE REPORT ON BUSINESS AND FINANCIAL Non-Voting
STATEMENTS
D RECEIVE EXPLANATION ON COMPANY'S DIVIDEND Non-Voting
POLICY
E RECEIVE BOARD REPORT Non-Voting
F DISCUSSION ON LEADING THE JOURNEY TOWARDS Non-Voting
CLEAN AEROSPACE
G DISCUSS POTENTIAL LONG-TERM STRATEGIC AND Non-Voting
TECHNOLOGICAL PARTNERSHIP WITH EVIDIAN AND
ACQUISITION OF A MINORITY STAKE IN EVIDIAN
1 ADOPT FINANCIAL STATEMENTS Mgmt For For
2 APPROVE ALLOCATION OF INCOME Mgmt For For
3 APPROVE DISCHARGE OF NON-EXECUTIVE Mgmt For For
DIRECTORS
4 APPROVE DISCHARGE OF EXECUTIVE DIRECTORS Mgmt For For
5 RATIFY ERNST & YOUNG ACCOUNTANTS LLP AS Mgmt For For
AUDITORS
6 APPROVE IMPLEMENTATION OF REMUNERATION Mgmt For For
POLICY
7 REELECT RALPH D. CROSBY, JR. AS Mgmt For For
NON-EXECUTIVE DIRECTOR
8 REELECT MARK DUNKERLEY AS NON-EXECUTIVE Mgmt For For
DIRECTOR
9 REELECT STEPHAN GEMKOW AS NON-EXECUTIVE Mgmt For For
DIRECTOR
10 ELECT ANTONY WOOD AS NON-EXECUTIVE DIRECTOR Mgmt For For
11 GRANT BOARD AUTHORITY TO ISSUE SHARES AND Mgmt For For
EXCLUDE PREEMPTIVE RIGHTS FOR THE PURPOSE
OF EMPLOYEE SHARE OWNERSHIP PLANS AND
SHARE-RELATED LONG-TERM INCENTIVE PLANS
12 GRANT BOARD AUTHORITY TO ISSUE SHARES AND Mgmt For For
EXCLUDE PREEMPTIVE RIGHTS FOR THE PURPOSE
OF COMPANY FUNDING
13 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF Mgmt For For
ISSUED SHARE CAPITAL
14 APPROVE CANCELLATION OF REPURCHASED SHARES Mgmt For For
H CLOSE MEETING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 10 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES TO MID 869634, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AON PLC Agenda Number: 935852726
--------------------------------------------------------------------------------------------------------------------------
Security: G0403H108
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: AON
ISIN: IE00BLP1HW54
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lester B. Knight Mgmt For For
1b. Election of Director: Gregory C. Case Mgmt For For
1c. Election of Director: Jin-Yong Cai Mgmt For For
1d. Election of Director: Jeffrey C. Campbell Mgmt For For
1e. Election of Director: Fulvio Conti Mgmt For For
1f. Election of Director: Cheryl A. Francis Mgmt For For
1g. Election of Director: Adriana Karaboutis Mgmt For For
1h. Election of Director: Richard C. Notebaert Mgmt For For
1i. Election of Director: Gloria Santona Mgmt For For
1j. Election of Director: Sarah E. Smith Mgmt For For
1k. Election of Director: Byron O. Spruell Mgmt For For
1l. Election of Director: Carolyn Y. Woo Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending December 31, 2023
5. Re-appoint Ernst & Young Chartered Mgmt For For
Accountants as the Company's statutory
auditor under Irish Law
6. Authorize the Board or the Audit Committee Mgmt For For
of the Board to determine the remuneration
of Ernst & Young Ireland, in its capacity
as the Company's statutory auditor under
Irish law.
7. Approve the Aon plc 2011 Incentive Plan, as Mgmt For For
amended and restated.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDING NV Agenda Number: 716773533
--------------------------------------------------------------------------------------------------------------------------
Security: N07059202
Meeting Type: AGM
Meeting Date: 26-Apr-2023
Ticker:
ISIN: NL0010273215
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. OVERVIEW OF THE COMPANY S BUSINESS, Non-Voting
FINANCIAL SITUATION AND ESG SUSTAINABILITY
3.a. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
ADVISORY VOTE ON THE REMUNERATION REPORT
FOR THE BOARD OF MANAGEMENT AND THE
SUPERVISORY BOARD FOR THE FINANCIAL YEAR
2022
3.b. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS
OF THE COMPANY FOR THE FINANCIAL YEAR 2022,
AS PREPARED IN ACCORDANCE WITH DUTCH LAW
3.c. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Non-Voting
CLARIFICATION OF THE COMPANY'S RESERVES AND
DIVIDEND POLICY
3.d. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
PROPOSAL TO ADOPT A DIVIDEND IN RESPECT OF
THE FINANCIAL YEAR 2022
4.a. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For
MEMBERS OF THE BOARD OF MANAGEMENT FROM
LIABILITY FOR THEIR RESPONSIBILITIES IN THE
FINANCIAL YEAR 2022
4.b. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For
MEMBERS OF THE SUPERVISORY BOARD FROM
LIABILITY FOR THEIR RESPONSIBILITIES IN THE
FINANCIAL YEAR 2022
5. PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For
FOR THE BOARD OF MANAGEMENT
6.a. REMUNERATION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO AMEND THE REMUNERATION POLICY
FOR THE SUPERVISORY BOARD
6.b. REMUNERATION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO AMEND THE REMUNERATION OF THE
MEMBERS OF THE SUPERVISORY BOARD
7. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting
NOTIFICATION OF THE INTENDED APPOINTMENT OF
MR. W.R. ALLAN
8.a. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO APPOINT MR. N.S. ANDERSEN AS A
MEMBER OF THE SUPERVISORY BOARD
8.b. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO APPOINT MR. J.P. DE KREIJ AS A
MEMBER OF THE SUPERVISORY BOARD
8.c. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting
COMPOSITION OF THE SUPERVISORY BOARD IN
2024
9. PROPOSAL TO APPOINT PRICEWATERHOUSECOOPERS Mgmt For For
ACCOUNTANTS N.V. AS EXTERNAL AUDITOR FOR
THE REPORTING YEAR 2025, IN LIGHT OF THE
MANDATORY EXTERNAL AUDITOR ROTATION
10.a. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PREEMPTION RIGHTS ACCRUING TO
SHAREHOLDERS: AUTHORIZATION TO ISSUE
ORDINARY SHARES OR GRANT RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES UP TO 5% FOR
GENERAL PURPOSES AND UP TO 5% IN CONNECTION
WITH OR ON THE OCCASION OF MERGERS,
ACQUISITIONS AND/OR (STRATEGIC) ALLIANCES
10.b. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PREEMPTION RIGHTS ACCRUING TO
SHAREHOLDERS: AUTHORIZATION OF THE BOARD OF
MANAGEMENT TO RESTRICT OR EXCLUDE
PRE-EMPTION RIGHTS IN CONNECTION WITH THE
AUTHORIZATIONS REFERRED TO IN ITEM 10 A)
11. PROPOSAL TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO REPURCHASE ORDINARY SHARES UP
TO 10% OF THE ISSUED SHARE CAPITAL
12. PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For
13. ANY OTHER BUSINESS Non-Voting
14. CLOSING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC Agenda Number: 716820041
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ACCOUNTS THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITOR AND
THE STRATEGIC REPORT FOR THE YEAR ENDED31
DECEMBER 2022
2 TO CONFIRM DIVIDENDS Mgmt For For
3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITOR
4 TO AUTHORISE THE DIRECTORS TO AGREE THE Mgmt For For
REMUNERATION
5A TO ELECT OR RE-ELECT MICHEL DEMARE Mgmt For For
5B TO ELECT OR RE-ELECT PASCAL SORIOT Mgmt For For
5C TO ELECT OR RE-ELECT ARADHANA SARIN Mgmt For For
5D TO ELECT OR RE-ELECT PHILIP BROADLEY Mgmt For For
5E TO ELECT OR RE-ELECT EUAN ASHLEY Mgmt For For
5F TO ELECT OR RE-ELECT DEBORAH DISANZO Mgmt For For
5G TO ELECT OR RE-ELECT DIANA LAYFIELD Mgmt For For
5H TO ELECT OR RE-ELECT SHERI MCCOY Mgmt For For
5I TO ELECT OR RE-ELECT TONY MOK Mgmt For For
5J TO ELECT OR RE-ELECT NAZNEEN RAHMAN Mgmt For For
5K TO ELECT OR RE-ELECT ANDREAS RUMMELT Mgmt For For
5L TO ELECT OR RE-ELECT MARCUS WALLENBERG Mgmt For For
6 TO APPROVE THE ANNUAL REPORT ON Mgmt For For
REMUNERATION FOR THE YEAR ENDED 31DECEMBER
2022
7 TO AUTHORISE LIMITED POLITICAL DONATIONS Mgmt For For
8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
9 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS
10 TO AUTHORISE THE DIRECTORS TO FURTHER Mgmt For For
DISAPPLY PRE-EMPTION RIGHTS FOR
ACQUISITIONS AND SPECIFIED CAPITAL
INVESTMENTS
11 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
12 TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For
MEETINGS
13 TO ADOPT NEW ARTICLES OF ASSOCIATION Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AUTOMATIC DATA PROCESSING, INC. Agenda Number: 935711829
--------------------------------------------------------------------------------------------------------------------------
Security: 053015103
Meeting Type: Annual
Meeting Date: 09-Nov-2022
Ticker: ADP
ISIN: US0530151036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Bisson Mgmt For For
1b. Election of Director: David V. Goeckeler Mgmt For For
1c. Election of Director: Linnie M. Haynesworth Mgmt For For
1d. Election of Director: John P. Jones Mgmt For For
1e. Election of Director: Francine S. Katsoudas Mgmt For For
1f. Election of Director: Nazzic S. Keene Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Scott F. Powers Mgmt For For
1i. Election of Director: William J. Ready Mgmt For For
1j. Election of Director: Carlos A. Rodriguez Mgmt For For
1k. Election of Director: Sandra S. Wijnberg Mgmt For For
2. Advisory Vote on Executive Compensation. Mgmt For For
3. Ratification of the Appointment of Mgmt For For
Auditors.
4. Amendment to the Automatic Data Processing, Mgmt For For
Inc. Employees' Savings-Stock Purchase
Plan.
--------------------------------------------------------------------------------------------------------------------------
AUTOZONE, INC. Agenda Number: 935724600
--------------------------------------------------------------------------------------------------------------------------
Security: 053332102
Meeting Type: Annual
Meeting Date: 14-Dec-2022
Ticker: AZO
ISIN: US0533321024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael A. George Mgmt For For
1b. Election of Director: Linda A. Goodspeed Mgmt For For
1c. Election of Director: Earl G. Graves, Jr. Mgmt For For
1d. Election of Director: Enderson Guimaraes Mgmt For For
1e. Election of Director: Brian P. Hannasch Mgmt For For
1f. Election of Director: D. Bryan Jordan Mgmt For For
1g. Election of Director: Gale V. King Mgmt For For
1h. Election of Director: George R. Mrkonic, Mgmt For For
Jr.
1i. Election of Director: William C. Rhodes, Mgmt For For
III
1j. Election of Director: Jill A. Soltau Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for the 2023 fiscal year.
3. Approval of an advisory vote on the Mgmt For For
compensation of named executive officers.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BANK OF IRELAND GROUP PLC Agenda Number: 717081424
--------------------------------------------------------------------------------------------------------------------------
Security: G0756R109
Meeting Type: AGM
Meeting Date: 23-May-2023
Ticker:
ISIN: IE00BD1RP616
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 TO RECEIVE AND CONSIDER THE COMPANYS Mgmt Take No Action
FINANCIAL STATEMENTS, THE REPORT OF THE
DIRECTORS AND THE AUDITORS REPORT FOR THE
YEAR ENDED 31 DECEMBER 2022
2 TO DECLARE A DIVIDEND Mgmt Take No Action
3.A TO ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MYLES O GRADY
3.B TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: GILES ANDREWS
3.C TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: EVELYN BOURKE
3.D TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: IAN BUCHANAN
3.E TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: EILEEN FITZPATRICK
3.F TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: RICHARD GOULDING
3.G TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MICHELE GREENE
3.H TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: PATRICK KENNEDY
3.I TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: FIONA MULDOON
3.J TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: STEVE PATEMAN
3.K TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MARK SPAIN
4 TO CONSIDER THE CONTINUATION IN OFFICE OF Mgmt Take No Action
KPMG AS AUDITOR OF THE COMPANY
5 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt Take No Action
REMUNERATION OF THE AUDITOR
6 TO AUTHORISE THE DIRECTORS TO CONVENE AN Mgmt Take No Action
EGM BY 14 DAYS CLEAR NOTICE
7 TO CONSIDER THE REPORT ON DIRECTORS Mgmt Take No Action
REMUNERATION FOR THE YEAR ENDED 31 DECEMBER
2022
8 TO RECEIVE AND CONSIDER THE 2022 DIRECTORS Mgmt Take No Action
REMUNERATION POLICY
9 TO AUTHORISE PURCHASES OF ORDINARY SHARES Mgmt Take No Action
BY THE COMPANY OR SUBSIDIARIES
10 TO AUTHORISE THE DIRECTORS TO ISSUE Mgmt Take No Action
ORDINARY SHARES
11 TO RENEW THE DIRECTORS AUTHORITY TO ISSUE Mgmt Take No Action
ORDINARY SHARES ON A NON-PRE-EMPTIVE BASIS
FOR CASH
12 TO APPROVE THE DIRECTORS ADDITIONAL Mgmt Take No Action
AUTHORITY TO ISSUE ORDINARY SHARES ON A
NON-PREEMPTIVE BASIS FOR CASH IN THE CASE
OF AN ACQUISITION OR SPECIFIED CAPITAL
INVESTMENT
13 TO AUTHORISE THE DIRECTORS TO ISSUE Mgmt Take No Action
CONTINGENT EQUITY CONVERSION NOTES, AND
ORDINARY SHARES ON THE CONVERSION OF SUCH
NOTES
14 TO AUTHORISE THE DIRECTORS TO ISSUE FOR Mgmt Take No Action
CASH ON A NON-PRE-EMPTIVE BASIS, CONTINGENT
EQUITY CONVERSION NOTES, AND ORDINARY
SHARES ON THE CONVERSION OF SUCH NOTES
CMMT 21 APR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 21 APR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 21 APR 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 15 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS AND
MODIFICATION OF TEXT OF RESOLUTION 8. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 04 MAY 2023: EUROCLEAR BANK, AS THE IRISH Non-Voting
ISSUER CSD, HAS CONFIRMED THAT A MEETING
ATTENDANCE REQUEST TO ATTEND ONLY IS NOT AN
OPTION THEY SUPPORT. IF YOU REQUEST A
MEETING ATTENDANCE, YOU MUST DO SO WITH
VOTING RIGHTS SO YOU CAN REPRESENT AND VOTE
THESE SHARES AT THE MEETING. ANY REQUESTS
TO ATTEND ONLY WILL BE REJECTED BY
EUROCLEAR BANK
--------------------------------------------------------------------------------------------------------------------------
BARRICK GOLD CORPORATION Agenda Number: 935801818
--------------------------------------------------------------------------------------------------------------------------
Security: 067901108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: GOLD
ISIN: CA0679011084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
D. M. Bristow Mgmt For For
H. Cai Mgmt For For
G. A. Cisneros Mgmt For For
C. L. Coleman Mgmt For For
I. A. Costantini Mgmt For For
J. M. Evans Mgmt For For
B. L. Greenspun Mgmt For For
J. B. Harvey Mgmt For For
A. N. Kabagambe Mgmt For For
A. J. Quinn Mgmt For For
M. L. Silva Mgmt For For
J. L. Thornton Mgmt For For
2 Resolution approving the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the auditor
of Barrick and authorizing the directors to
fix its remuneration.
3 Advisory resolution on approach to Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
BP PLC Agenda Number: 716763772
--------------------------------------------------------------------------------------------------------------------------
Security: G12793108
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0007980591
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT
3 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
POLICY
4 TO RE-ELECT H LUND AS A DIRECTOR Mgmt For For
5 TO RE-ELECT B LOONEY AS A DIRECTOR Mgmt For For
6 TO RE-ELECT M AUCHINCLOSS AS A DIRECTOR Mgmt For For
7 TO RE-ELECT P R REYNOLDS AS A DIRECTOR Mgmt For For
8 TO RE-ELECT M B MEYER AS A DIRECTOR Mgmt For For
9 TO RE-ELECT T MORZARIA AS A DIRECTOR Mgmt For For
10 TO RE-ELECT J SAWERS AS A DIRECTOR Mgmt For For
11 TO RE-ELECT P DALEY AS A DIRECTOR Mgmt For For
12 TO RE-ELECT K RICHARDSON AS A DIRECTOR Mgmt For For
13 TO RE-ELECT J TEYSSEN AS A DIRECTOR Mgmt For For
14 TO ELECT A BLANC AS A DIRECTOR Mgmt For For
15 TO ELECT S PAI AS A DIRECTOR Mgmt For For
16 TO ELECT H NAGARAJAN AS A DIRECTOR Mgmt For For
17 TO REAPPOINT DELOITTE LLP AS AUDITOR Mgmt For For
18 TO AUTHORIZE THE AUDIT COMMITTEE TO FIX THE Mgmt For For
AUDITOR'S REMUNERATION
19 TO AUTHORIZE THE COMPANY TO MAKE POLITICAL Mgmt For For
DONATIONS AND POLITICAL EXPENDITURE
20 TO AUTHORIZE THE DIRECTORS TO ALLOT SHARES Mgmt For For
21 TO AUTHORIZE THE DISAPPLICATION OF Mgmt For For
PRE-EMPTION RIGHTS
22 TO AUTHORIZE THE ADDITIONAL DISAPPLICATION Mgmt For For
OF PRE-EMPTION RIGHTS
23 TO GIVE LIMITED AUTHORITY FOR THE PURCHASE Mgmt For For
OF ITS OWN SHARES BY THE COMPANY
24 TO AUTHORIZE THE CALLING OF GENERAL Mgmt For For
MEETINGS OF THE COMPANY (NOT BEING AN
ANNUAL GENERAL MEETING) BY NOTICE OF AT
LEAST 14 CLEAR DAYS
25 FOLLOW THIS SHAREHOLDER RESOLUTION ON Shr Against For
CLIMATE CHANGE TARGETS
--------------------------------------------------------------------------------------------------------------------------
CANADIAN NATURAL RESOURCES LIMITED Agenda Number: 935806957
--------------------------------------------------------------------------------------------------------------------------
Security: 136385101
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CNQ
ISIN: CA1363851017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Catherine M. Best Mgmt For For
M. Elizabeth Cannon Mgmt For For
N. Murray Edwards Mgmt For For
Christopher L. Fong Mgmt For For
Amb. Gordon D. Giffin Mgmt For For
Wilfred A. Gobert Mgmt For For
Steve W. Laut Mgmt For For
Tim S. McKay Mgmt For For
Hon. Frank J. McKenna Mgmt For For
David A. Tuer Mgmt For For
Annette M. Verschuren Mgmt For For
2 The appointment of PricewaterhouseCoopers Mgmt For For
LLP, Chartered Accountants, Calgary,
Alberta, as auditors of the Corporation for
the ensuing year and the authorization of
the Audit Committee of the Board of
Directors of the Corporation to fix their
remuneration.
3 On an advisory basis, accepting the Mgmt For For
Corporation's approach to executive
compensation as described in the
Information Circular.
--------------------------------------------------------------------------------------------------------------------------
CANADIAN PACIFIC KANSAS CITY LIMITED Agenda Number: 935866167
--------------------------------------------------------------------------------------------------------------------------
Security: 13646K108
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: CP
ISIN: CA13646K1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Appointment of the Auditor as named in the Mgmt For For
Proxy Circular.
2 Advisory vote to approve the Corporation's Mgmt For For
approach to executive compensation as
described in the Proxy Circular.
3 Advisory vote to approve the Corporation's Mgmt For For
approach to climate change as described in
the Proxy Circular.
4A Election of Director - The Hon. John Baird Mgmt For For
4B Election of Director - Isabelle Courville Mgmt For For
4C Election of Director - Keith E. Creel Mgmt For For
4D Election of Director - Gillian H. Denham Mgmt For For
4E Election of Director - Amb. Antonio Garza Mgmt For For
(Ret.)
4F Election of Director - David Garza-Santos Mgmt For For
4G Election of Director - Edward R. Hamberger Mgmt For For
4H Election of Director - Janet H. Kennedy Mgmt For For
4I Election of Director - Henry J. Maier Mgmt For For
4J Election of Director - Matthew H. Paull Mgmt For For
4K Election of Director - Jane L. Peverett Mgmt For For
4L Election of Director - Andrea Robertson Mgmt For For
4M Election of Director - Gordon T. Trafton Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 935813027
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2022
2a Allocation of disposable profit Mgmt For For
2b Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3 Discharge of the Board of Directors Mgmt For For
4a Election of PricewaterhouseCoopers AG Mgmt For For
(Zurich) as our statutory auditor
4b Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP (United States)
as independent registered public accounting
firm for purposes of U.S. securities law
reporting
4c Election of BDO AG (Zurich) as special Mgmt For For
audit firm
5a Election of Director: Evan G. Greenberg Mgmt For For
5b Election of Director: Michael P. Connors Mgmt For For
5c Election of Director: Michael G. Atieh Mgmt For For
5d Election of Director: Kathy Bonanno Mgmt For For
5e Election of Director: Nancy K. Buese Mgmt For For
5f Election of Director: Sheila P. Burke Mgmt For For
5g Election of Director: Michael L. Corbat Mgmt For For
5h Election of Director: Robert J. Hugin Mgmt For For
5i Election of Director: Robert W. Scully Mgmt For For
5j Election of Director: Theodore E. Shasta Mgmt For For
5k Election of Director: David H. Sidwell Mgmt For For
5l Election of Director: Olivier Steimer Mgmt For For
5m Election of Director: Frances F. Townsend Mgmt For For
6 Election of Evan G. Greenberg as Chairman Mgmt For For
of the Board of Directors
7a Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b Election of the Compensation Committee of Mgmt For For
the Board of Directors: David H. Sidwell
7c Election of the Compensation Committee of Mgmt For For
the Board of Directors: Frances F. Townsend
8 Election of Homburger AG as independent Mgmt For For
proxy
9a Amendments to the Articles of Association: Mgmt For For
Amendments relating to Swiss corporate law
updates
9b Amendments to the Articles of Association: Mgmt For For
Amendment to advance notice period
10a Reduction of share capital: Cancellation of Mgmt For For
repurchased shares
10b Reduction of share capital: Par value Mgmt For For
reduction
11a Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of the Board of Directors
until the next annual general meeting
11b Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of Executive Management for
the 2024 calendar year
11c Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Advisory vote to
approve the Swiss compensation report
12 Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
13 Advisory vote on the frequency of the U.S. Mgmt 1 Year For
securities law advisory vote on executive
compensation
14 Shareholder proposal on greenhouse gas Shr Against For
emissions targets, if properly presented
15 Shareholder proposal on human rights and Shr Against For
underwriting, if properly presented.
A If a new agenda item or a new proposal for Mgmt For For
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
COMPASS GROUP PLC Agenda Number: 716449322
--------------------------------------------------------------------------------------------------------------------------
Security: G23296208
Meeting Type: AGM
Meeting Date: 09-Feb-2023
Ticker:
ISIN: GB00BD6K4575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE DIRECTORS' ANNUAL Mgmt For For
REPORT AND ACCOUNTS AND THE AUDITOR'S
REPORT THEREON FOR THE FINANCIAL YEAR ENDED
30 SEPTEMBER 2022
2 TO RECEIVE AND ADOPT THE DIRECTORS' Mgmt For For
REMUNERATION REPORT CONTAINED WITHIN THE
ANNUAL REPORT AND ACCOUNTS FOR THE
FINANCIAL YEAR ENDED 30 SEPTEMBER 2022
3 TO DECLARE A FINAL DIVIDEND OF 22.1 PENCE Mgmt For For
PER ORDINARY SHARE IN RESPECT OF THE
FINANCIAL YEAR ENDED 30 SEPTEMBER 2022
4 TO RE-ELECT IAN MEAKINS AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 TO RE-ELECT DOMINIC BLAKEMORE AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 TO RE-ELECT PALMER BROWN AS A DIRECTOR OF Mgmt For For
THE COMPANY
7 TO RE-ELECT GARY GREEN AS A DIRECTOR OF THE Mgmt For For
COMPANY
8 TO RE-ELECT CAROL ARROWSMITH AS A DIRECTOR Mgmt For For
OF THE COMPANY
9 TO RE-ELECT STEFAN BOMHARD AS A DIRECTOR OF Mgmt For For
THE COMPANY
10 TO RE-ELECT JOHN BRYANT AS A DIRECTOR OF Mgmt For For
THE COMPANY
11 TO RE-ELECT ARLENE ISAACS-LOWE AS A Mgmt For For
DIRECTOR OF THE COMPANY
12 TO RE-ELECT ANNE-FRANCOISE NESMES AS A Mgmt For For
DIRECTOR OF THE COMPANY
13 TO RE-ELECT SUNDAR RAMAN AS A DIRECTOR OF Mgmt For For
THE COMPANY
14 TO RE-ELECT NELSON SILVA AS A DIRECTOR OF Mgmt For For
THE COMPANY
15 TO RE-ELECT IREENA VITTAL AS A DIRECTOR OF Mgmt For For
THE COMPANY
16 TO REAPPOINT KPMG LLP AS THE COMPANY'S Mgmt For For
AUDITOR UNTIL THE CONCLUSION OF THE NEXT
ANNUAL GENERAL MEETING OF THE COMPANY
17 TO AUTHORISE THE AUDIT COMMITTEE TO AGREE Mgmt For For
THE AUDITOR'S REMUNERATION
18 TO AUTHORISE DONATIONS TO POLITICAL Mgmt For For
ORGANISATIONS
19 TO RENEW THE DIRECTORS' AUTHORITY TO ALLOT Mgmt For For
SHARES
20 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS OF NOT MORE THAN 5
PERCENT OF THE ISSUED ORDINARY SHARE
CAPITAL
21 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS OF NOT MORE THAN 5
PERCENT OF THE ISSUED ORDINARY SHARE
CAPITAL IN LIMITED CIRCUMSTANCES
22 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
23 TO AUTHORISE THE DIRECTORS TO REDUCE Mgmt For For
GENERAL MEETING NOTICE PERIODS
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CSL LTD Agenda Number: 716055327
--------------------------------------------------------------------------------------------------------------------------
Security: Q3018U109
Meeting Type: AGM
Meeting Date: 12-Oct-2022
Ticker:
ISIN: AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 3 AND 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
2A TO RE-ELECT MS MARIE MCDONALD AS A DIRECTOR Mgmt For For
2B TO RE-ELECT DR MEGAN CLARK AC AS A DIRECTOR Mgmt For For
3 ADOPTION OF THE REMUNERATION REPORT Mgmt For For
4 APPROVAL OF A GRANT OF PERFORMANCE SHARE Mgmt For For
UNITS TO THE CHIEF EXECUTIVE OFFICER AND
MANAGING DIRECTOR, MR PAUL PERREAULT
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 715818449
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: AGM
Meeting Date: 16-Jul-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (STANDALONE) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORTS OF THE BOARD OF
DIRECTORS AND AUDITORS THEREON
2 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (CONSOLIDATED) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORT OF AUDITORS
THEREON
3 TO DECLARE DIVIDEND ON EQUITY SHARES Mgmt For For
4 TO APPOINT A DIRECTOR IN PLACE OF MRS. RENU Mgmt For For
KARNAD (DIN 00008064), WHO RETIRES BY
ROTATION AND, BEING ELIGIBLE, OFFERS
HERSELF FOR RE-APPOINTMENT
5 "RESOLVED THAT, PURSUANT TO THE PROVISIONS Mgmt For For
OF SECTIONS 139, 141 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013 AND THE RELEVANT RULES THEREUNDER AND
PURSUANT TO SECTION 30 OF THE BANKING
REGULATION ACT, 1949 AND GUIDELINES ISSUED
BY THE RESERVE BANK OF INDIA (RBI)
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR REENACTMENTS THEREOF, M/S.
PRICE WATERHOUSE LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
301112E/E300264) ['PRICE WATERHOUSE LLP'],
WHO HAVE OFFERED THEMSELVES FOR APPOINTMENT
AND HAVE CONFIRMED THEIR ELIGIBILITY TO BE
APPOINTED AS JOINT STATUTORY AUDITORS IN
TERMS OF SECTION 141 OF THE COMPANIES ACT,
2013 AND APPLICABLE RULES THEREUNDER AND
THE GUIDELINES ISSUED BY RBI DATED APRIL
27, 2021, BE AND ARE HEREBY APPOINTED AS
ONE OF THE JOINT STATUTORY AUDITORS OF THE
BANK, TO HOLD OFFICE FOR A PERIOD OF3
(THREE) YEARS IN RELATION TO FY 2022-23, FY
2023-24 AND FY 2024-25, SUBJECT TO THE
APPROVAL OF THE RBI, FOR THE PURPOSE OF
AUDIT INCLUDING REPORTING ON INTERNAL
FINANCIAL CONTROLS OF THE BANK'S ACCOUNTS
AT ITS HEAD OFFICE, BRANCHES AND OTHER
OFFICES, WITH POWER TO THE BOARD, INCLUDING
RELEVANT COMMITTEE(S) THEREOF, TO ALTER AND
VARY THE TERMS AND CONDITIONS OF
APPOINTMENT, ETC., INCLUDING BY REASON OF
NECESSITY ON ACCOUNT OF CONDITIONS AS MAY
BE STIPULATED BY THE RBI AND / OR ANY OTHER
AUTHORITY. RESOLVED FURTHER THAT SUBJECT TO
APPLICABLE LAWS AND REGULATIONS INCLUDING
THE RELEVANT GUIDELINES AND CIRCULARS OF
THE RBI (AS MAY BE AMENDED, RESTATED,
MODIFIED, REPLACED FROM TIME TO TIME), M.M.
NISSIM & CO. LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
107122W/W100672) ['M.M. NISSIM & CO. LLP'],
WHO WERE ALREADY APPOINTED AS THE JOINT
STATUTORY AUDITORS OF THE BANK AT THE 27TH
ANNUAL GENERAL MEETING HELD ON JULY 17,
2021, SHALL ACT AS THE JOINT STATUTORY
AUDITORS OF THE BANK, ALONG WITH PRICE
WATERHOUSE LLP, FOR THE REMAINDER OF THE
TERM OF M.M. NISSIM & CO. LLP. RESOLVED
FURTHER THAT THE OVERALL AUDIT FEES FOR FY
2022-23 SHALL AGGREGATE TO INR 3,85,00,000
(RUPEES THREE CRORES EIGHTY-FIVE LACS
ONLY), AND BE ALLOCATED AS MUTUALLY AGREED
BETWEEN THE BANK AND THE JOINT STATUTORY
AUDITORS, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE.
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORIZED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORIZED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND RESPONSIBILITIES
/ SCOPE OF WORK OF THE RESPECTIVE JOINT
STATUTORY AUDITORS, NEGOTIATING,
FINALIZING, AMENDING, SIGNING, DELIVERING,
EXECUTING THE TERMS OF APPOINTMENT
INCLUDING ANY CONTRACTS OR DOCUMENTS IN
THIS REGARD, WITHOUT BEING REQUIRED TO SEEK
ANY FURTHER CONSENT OR APPROVAL OF THE
MEMBERS OF THE BANK
6 "RESOLVED THAT, PURSUANT TO SECTION 142 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013 AND THE RELEVANT RULES
THEREUNDER, IN ADDITION TO THE RESOLUTION
PASSED BY THE MEMBERS OF THE BANK ON JULY
17, 2021, FOR PAYMENT OF OVERALL AUDIT FEES
OF INR 3,30,00,000 (RUPEES THREE CRORES
THIRTY LAKHS ONLY) FOR FY 2021-22 TO BE
ALLOCATED BY THE BANK BETWEEN MSKA &
ASSOCIATES, CHARTERED ACCOUNTANTS (ICAI
FIRM REGISTRATION NO. 105047W) ['MSKA &
ASSOCIATES'], AND M.M. NISSIM & CO. LLP,
CHARTERED ACCOUNTANTS (ICAI FIRM
REGISTRATION NO. 107122W/W100672) ['M.M.
NISSIM & CO. LLP'], JOINT STATUTORY
AUDITORS OF THE BANK, FURTHER APPROVAL OF
THE MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED FOR PAYMENT OF ADDITIONAL FEES OF
INR 55,00,000 (RUPEES FIFTY FIVE LAKHS
ONLY) TO MSKA & ASSOCIATES AND M.M. NISSIM
& CO. LLP, FOR SUBSTANTIAL INCREASE IN THE
SCOPE OF THEIR WORK EMANATING FROM VARIOUS
CIRCULARS / NOTIFICATIONS ISSUED BY THE
RESERVE BANK OF INDIA (RBI) AND SECURITIES
AND EXCHANGE BOARD OF INDIA (SEBI), FOR FY
2021-22, TO BE ALLOCATED BY THE BANK
BETWEEN MSKA & ASSOCIATES AND M.M. NISSIM &
CO. LLP, AS MAY BE MUTUALLY AGREED BETWEEN
THE BANK AND THE SAID RESPECTIVE AUDITORS,
DEPENDING UPON THEIR RESPECTIVE SCOPE OF
WORK, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE."
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION, THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORISED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORISED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND
RESPONSIBILITIES/ SCOPE OF WORK OF THE
RESPECTIVE JOINT STATUTORY AUDITOR(S),
NEGOTIATING, FINALISING, AMENDING, SIGNING,
DELIVERING, EXECUTING, THE TERMS OF
APPOINTMENT INCLUDING ANY CONTRACTS OR
DOCUMENTS IN THIS REGARD, WITHOUT BEING
REQUIRED TO SEEK ANY FURTHER CONSENT OR
APPROVAL OF THE MEMBERS OF THE BANK
7 "RESOLVED THAT PURSUANT TO SECTIONS 152, Mgmt For For
161 AND OTHER APPLICABLE PROVISIONS, IF
ANY, OF THE COMPANIES ACT, 2013 AND THE
RELEVANT RULES THEREUNDER, THE BANKING
REGULATIONACT, 1949, RELEVANT CIRCULARS
ISSUED BY THE RBI FROM TIME TO TIME,
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR RE-ENACTMENTS THEREOF, THE
ARTICLES OF ASSOCIATION OF THE BANK, AND
RECOMMENDATION OF THE NOMINATION AND
REMUNERATION COMMITTEE AND THE BOARD OF
DIRECTORS OF THE BANK (HEREINAFTER REFERRED
TO AS THE "BOARD", WHICH TERM SHALL BE
DEEMED TO INCLUDE ANY COMMITTEE CONSTITUTED
/ EMPOWERED / TO BE CONSTITUTED BY THE
BOARD FROM TIME TO TIME TO EXERCISE ITS
POWERS CONFERRED BY THIS RESOLUTION), THE
RE-APPOINTMENT OF MRS. RENU KARNAD (DIN
00008064), BE AND IS HEREBY APPROVED BY THE
MEMBERS AS A NONEXECUTIVE DIRECTOR (NOMINEE
OF HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED, PROMOTER OF THE BANK), FOR A
SECOND TERM OF FIVE (5) YEARS WITH EFFECT
FROM SEPTEMBER 3, 2022 TILL SEPTEMBER 2,
2027, LIABLE TO RETIRE BY ROTATION.
RESOLVED FURTHER THAT MRS. RENU KARNAD
SHALL BE PAID SITTING FEES, REIMBURSED
EXPENSES FOR ATTENDING BOARD AND COMMITTEE
MEETINGS AS APPLICABLE AND FIXED
REMUNERATION OF INR 20,00,000 (RUPEES
TWENTY LAKHS ONLY) PER ANNUM FROM THE DATE
OF HER APPOINTMENT TILL THE END OF HER
TENURE, ON PROPORTIONATE BASIS, IN TERMS OF
THE RBI CIRCULAR ON CORPORATE GOVERNANCE IN
BANKS - APPOINTMENT OF DIRECTORS AND
CONSTITUTION OF COMMITTEES OF THE BOARD
DATED APRIL 26, 2021. RESOLVED FURTHER THAT
THE BOARD OF DIRECTORS OF THE BANK BE AND
IS HEREBY AUTHORIZED TO EXECUTE ALL SUCH
DOCUMENTS, INSTRUMENTS AND WRITINGS, AS
DEEMED NECESSARY, FILE REQUISITE FORMS OR
APPLICATIONS WITH STATUTORY/ REGULATORY
AUTHORITIES, WITH THE POWER TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN THIS REGARD, AS IT MAY IN ITS SOLE
AND ABSOLUTE DISCRETION DEEM FIT AND TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS AS
MAY BE CONSIDERED NECESSARY AND APPROPRIATE
AND TO DELEGATE ALL OR ANY OF ITS POWERS
HEREIN CONFERRED TO ANY
DIRECTOR(S)/OFFICER(S) OF THE BANK, TO GIVE
EFFECT TO THIS RESOLUTION."
8 "RESOLVED THAT PURSUANT TO SECTION 42 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013, RULE 14 AND OTHER
APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES (PROSPECTUS AND ALLOTMENT OF
SECURITIES) RULES, 2014, THE COMPANIES
(SHARE CAPITAL AND DEBENTURE) RULES, 2014,
ANY OTHER APPLICABLE RULES, SECURITIES AND
EXCHANGE BOARD OF INDIA (ISSUE AND LISTING
OF DEBT SECURITIES) REGULATIONS, 2008, ANY
OTHER APPLICABLE PROVISIONS OF LAW, ANY
AMENDMENTS, MODIFICATIONS, VARIATIONS OR
RE-ENACTMENTS THERETO FROM TIME TO TIME,
AND THE RELEVANT PROVISIONS OF THE
MEMORANDUM AND ARTICLES OF ASSOCIATION OF
THE BANK AND SUBJECT TO SUCH OTHER
APPROVAL(S), CONSENT(S), PERMISSION(S) AND
SANCTION(S) AS MAY BE NECESSARY FROM THE
CONCERNED AUTHORITIES / REGULATORS /
STATUTORY AUTHORITY(IES), INCLUDING RESERVE
BANK OF INDIA ("RBI"), THE APPROVAL OF THE
MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED TO THE BOARD OF DIRECTORS OF THE
BANK (HEREINAFTER REFERRED TO AS "BOARD"
AND WHICH TERM SHALL BE DEEMED TO INCLUDE
ANY COMMITTEE OF THE BOARD OR ANY OTHER
PERSONS TO WHOM POWERS ARE DELEGATED BY THE
BOARD AS PERMITTED UNDER THE COMPANIES ACT,
2013 OR RULES THEREUNDER) FOR BORROWING /
RAISING FUNDS IN INDIAN OR FOREIGN CURRENCY
BY ISSUE OF UNSECURED PERPETUAL DEBT
INSTRUMENTS (PART OF ADDITIONAL TIER I
CAPITAL), TIER II CAPITAL BONDS AND LONG
TERM BONDS (FINANCING OF INFRASTRUCTURE AND
AFFORDABLE HOUSING), WHETHER IN INDIA OR
ABROAD, ON A PRIVATE PLACEMENT BASIS AND /
OR FOR MAKING OFFERS AND / OR INVITATIONS
THEREFOR AND / OR ISSUE(S) / ISSUANCES
THEREFOR, ON PRIVATE PLACEMENT BASIS, EVEN
IF THE AMOUNT TO BE BORROWED/ RAISED
EXCEEDS/WILL EXCEED THE LIMIT AS SPECIFIED
IN CLAUSE (C) OF SUB-SECTION (1) OF SECTION
180 OF THE COMPANIES ACT, 2013, FOR A
PERIOD OF ONE (1) YEAR FROM THE DATE
HEREOF, IN ONE OR MORE TRANCHES AND / OR
SERIES AND UNDER ONE OR MORE SHELF
DISCLOSURE DOCUMENTS AND / OR ONE OR MORE
ISSUES / LETTERS OF OFFER OR SUCH OTHER
DOCUMENTS OR AMENDMENTS / REVISIONS THEREOF
AND ON SUCHTERMS AND CONDITIONS FOR EACH
SERIES / TRANCHES INCLUDING THE PRICE,
COUPON, PREMIUM, DISCOUNT, TENOR, LISTING,
ETC. AS MAY BE DEEMED FIT BY THE BOARD, AS
PER THE STRUCTURE AND WITHIN THE LIMITS
PERMITTED BY THE RBI, OF AN AMOUNT IN
AGGREGATE NOT EXCEEDING INR 50,000 CRORES;
RESOLVED FURTHER THAT THE MEMBERS OF THE
BANK DO HEREBY ACCORD APPROVAL TO THE BOARD
OF DIRECTORS OF THE BANK TO SIGN AND
EXECUTE ALL SUCH DOCUMENTS, DEEDS AND
WRITINGS AND TO DO ALL SUCH ACTS, DEEDS,
MATTERS AND THINGS AS MAY BE DEEMED
NECESSARY, EXPEDIENT AND INCIDENTAL THERETO
WITH POWER TO SETTLE ALL QUESTIONS,
DIFFICULTIES OR DOUBTS THAT MAY ARISE WITH
REGARD TO ANY OF THE SAID MATTERS, AND TO
DELEGATE ALL OR ANY OF ITS POWERS HEREIN
CONFERRED TO ANY COMMITTEE OF DIRECTORS AND
/ OR DIRECTOR(S) AND / OR OFFICER(S) /
EMPLOYEE(S) OF THE BANK / ANY OTHER
PERSON(S) TO GIVE EFFECT TO THE AFORESAID
RESOLUTION
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716197098
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: CRT
Meeting Date: 25-Nov-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO AND IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF SECTIONS 230 - 232
AND OTHER APPLICABLE PROVISIONS OF THE
COMPANIES ACT, 2013, THE COMPANIES
(COMPROMISES, ARRANGEMENTS AND
AMALGAMATIONS) RULES, 2016 AND ANY OTHER
RULES, CIRCULARS AND NOTIFICATIONS MADE
THEREUNDER (INCLUDING ANY AMENDMENT,
STATUTORY MODIFICATION, VARIATION OR
RE-ENACTMENT THEREOF) AS MAY BE APPLICABLE;
SECTION 2(1B) OF THE INCOMETAX ACT, 1961;
THE BANKING REGULATION ACT, 1949, THE
SECURITIES AND EXCHANGE BOARD OF INDIA ACT,
1992, AND THE REGULATIONS THEREUNDER
INCLUDING THE SECURITIES AND EXCHANGE BOARD
OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015;
COMPETITION ACT, 2002; AND ANY OTHER
APPLICABLE LAWS AND REGULATIONS, INCLUDING
SUCH OTHER DIRECTIONS, GUIDELINES OR
REGULATIONS ISSUED/NOTIFIED BY THE RESERVE
BANK OF INDIA AND THE SECURITIES AND
EXCHANGE BOARD OF INDIA WHICH MAY BE
APPLICABLE, ANY AND ALL OF WHICH AS
NOTIFIED OR AS MAY BE AMENDED FROM TIME TO
TIME AND INCLUDING STATUTORY REPLACEMENT OR
RE-ENACTMENT THEREOF, IF ANY; RESERVE BANK
OF INDIA'S MASTER DIRECTION - AMALGAMATION
OF PRIVATE SECTOR BANKS, DIRECTIONS, 2016,
THE SECURITIES AND EXCHANGE BOARD OF INDIA
MASTER CIRCULAR NO.
SEBI/HO/CFD/DIL1/CIR/P/2021/0000000665
DATED NOVEMBER 23, 2021; THE NO ADVERSE
OBSERVATIONS LETTER/ NO-OBJECTION LETTER
ISSUED BY BSE LIMITED AND THE NATIONAL
STOCK EXCHANGE OF INDIA LIMITED,
RESPECTIVELY, BOTH DATED JULY 2, 2022; AND
SUBJECT TO THE PROVISIONS OF THE MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION
OF HDFC BANK LIMITED ("BANK"); AND SUBJECT
TO THE APPROVAL OF HON'BLE NATIONAL COMPANY
LAW TRIBUNAL, MUMBAI BENCH, MUMBAI
("NCLT"); AND SUBJECT TO RECEIPT OF ALL
STATUTORY, GOVERNMENTAL, PERMISSIONS AND
THIRD PARTY CONSENTS AS MAY BE REQUIRED
INCLUDING THE COMPETITION COMMISSION OF
INDIA, SECURITIES AND EXCHANGE BOARD OF
INDIA, RESERVE BANK OF INDIA, NATIONAL
HOUSING BANK, INSURANCE REGULATORY AND
DEVELOPMENT AUTHORITY OF INDIA, PENSION
FUND REGULATORY AND DEVELOPMENT AUTHORITY
AND SUCH OTHER APPROVALS, PERMISSIONS AND
SANCTIONS OF REGULATORY AND OTHER
AUTHORITIES OR TRIBUNALS, AS MAY BE
NECESSARY; AND SUBJECT TO SUCH CONDITIONS
AND MODIFICATIONS AS MAY BE PRESCRIBED OR
IMPOSED BY THE NCLT OR BY ANY REGULATORY OR
OTHER AUTHORITIES, WHICH MAY BE AGREED TO
BY THE BOARD OF DIRECTORS OF THE BANK
(HEREINAFTER REFERRED TO AS THE "BOARD",
WHICH TERM SHALL BE DEEMED TO MEAN AND
INCLUDE ONE OR MORE COMMITTEE(S)
CONSTITUTED/TO BE CONSTITUTED BY THE BOARD
OR ANY PERSON(S) WHICH THE BOARD MAY
NOMINATE TO EXERCISE ITS POWERS INCLUDING
THE POWERS CONFERRED BY THIS RESOLUTION),
THE ARRANGEMENT EMBODIED IN THE COMPOSITE
SCHEME OF AMALGAMATION AMONG HDFC
INVESTMENTS LIMITED AND HDFC HOLDINGS
LIMITED AND THE HOUSING DEVELOPMENT FINANCE
CORPORATION LIMITED AND THE BANK AND THEIR
RESPECTIVE SHAREHOLDERS AND CREDITORS
("SCHEME") THE DRAFT OF WHICH WAS
CIRCULATED ALONG WITH THIS NOTICE BE AND IS
HEREBY APPROVED." "RESOLVED FURTHER THAT
THE BOARD BE AND IS HEREBY AUTHORIZED TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS,
AS IT MAY, IN ITS ABSOLUTE DISCRETION DEEM
REQUISITE, DESIRABLE, APPROPRIATE OR
NECESSARY TO GIVE EFFECT TO THE ABOVE
RESOLUTION AND EFFECTIVELY IMPLEMENT THE
ARRANGEMENT EMBODIED IN THE SCHEME AND TO
ACCEPT SUCH MODIFICATIONS, AMENDMENTS,
LIMITATIONS AND/OR CONDITIONS, IF ANY,
WHICH MAY BE REQUIRED AND/ OR IMPOSED BY
THE NCLT WHILE SANCTIONING THE ARRANGEMENT
EMBODIED IN THE SCHEME OR BY ANY REGULATORY
OR OTHER AUTHORITIES, AS MAY BE REQUIRED
FOR THE PURPOSE OF RESOLVING ANY QUESTIONS
OR DOUBTS OR DIFFICULTIES THAT MAY ARISE OR
MEANING OR INTERPRETATION OF THE SCHEME OR
IMPLEMENTATION THEREOF OR IN ANY MATTER
WHATSOEVER CONNECTED THEREWITH, INCLUDING
PASSING OF SUCH ACCOUNTING ENTRIES AND /OR
MAKING SUCH ADJUSTMENTS IN THE BOOKS OF
ACCOUNTS AS CONSIDERED NECESSARY IN GIVING
EFFECT TO THE SCHEME, AS THE BOARD MAY DEEM
FIT AND PROPER
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716693571
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 25-Mar-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED
2 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDB FINANCIAL SERVICES LIMITED
3 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC SECURITIES LIMITED
4 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC LIFE INSURANCE COMPANY LIMITED
5 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC ERGO GENERAL INSURANCE COMPANY LIMITED
6 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC CREDILA FINANCIAL SERVICES LIMITED
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 717206850
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 11-Jun-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT AND REMUNERATION OF MR. KAIZAD Mgmt For For
BHARUCHA (DIN: 02490648) AS A DEPUTY
MANAGING DIRECTOR OF THE BANK, FOR A PERIOD
OF THREE (3) YEARS, W.E.F. APRIL 19, 2023,
ON THE TERMS AND CONDITIONS RELATING TO THE
SAID APPOINTMENT, INCLUDING REMUNERATION,
AS APPROVED BY THE RBI
2 APPOINTMENT AND REMUNERATION OF MR. BHAVESH Mgmt For For
ZAVERI (DIN: 01550468) AS AN EXECUTIVE
DIRECTOR OF THE BANK, FOR A PERIOD OF THREE
(3) YEARS, W.E.F. APRIL 19, 2023, ON THE
TERMS AND CONDITIONS RELATING TO THE SAID
APPOINTMENT, INCLUDING REMUNERATION, AS
APPROVED BY THE RBI
--------------------------------------------------------------------------------------------------------------------------
HELMERICH & PAYNE, INC. Agenda Number: 935757041
--------------------------------------------------------------------------------------------------------------------------
Security: 423452101
Meeting Type: Annual
Meeting Date: 28-Feb-2023
Ticker: HP
ISIN: US4234521015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Delaney M. Bellinger Mgmt For For
1b. Election of Director: Belgacem Chariag Mgmt For For
1c. Election of Director: Kevin G. Cramton Mgmt For For
1d. Election of Director: Randy A. Foutch Mgmt For For
1e. Election of Director: Hans Helmerich Mgmt For For
1f. Election of Director: John W. Lindsay Mgmt For For
1g. Election of Director: Jose R. Mas Mgmt For For
1h. Election of Director: Thomas A. Petrie Mgmt For For
1i. Election of Director: Donald F. Robillard, Mgmt For For
Jr.
1j. Election of Director: John D. Zeglis Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
Helmerich & Payne, Inc.'s independent
auditors for 2023.
3. Advisory vote on executive compensation. Mgmt For For
4. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
INMODE LTD. Agenda Number: 935772144
--------------------------------------------------------------------------------------------------------------------------
Security: M5425M103
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: INMD
ISIN: IL0011595993
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Dr. Hadar Ron to serve as a Mgmt For For
Class I director of the Company, and to
hold office until the annual general
meeting of shareholders to be held in 2026
and until her successor is duly elected and
qualified, or until her earlier resignation
or retirement.
2. That the Company's authorized share capital Mgmt For For
be increased from NIS 1,000,000 divided
into 100,000,000 Ordinary Shares of a
nominal value of NIS 0.01 each, to NIS
2,000,000 divided into 200,000,000 Ordinary
Shares of a nominal value of NIS 0.01 each,
and that Article 5 of the Company's
Articles of Association be amended
accordingly.
3. To approve the amendment to the terms of Mgmt For For
engagement of Mr. Moshe Mizrahy, the Chief
Executive Officer of the Company and
Chairman of the Board, as described in the
Proxy Statement, dated February 14, 2023.
4. To approve the amendment to the terms of Mgmt For For
engagement of Dr. Michael Kreindel, the
Chief Technology Officer of the Company and
member of the Board, as described in the
Proxy Statement, dated February 14, 2023.
5. To approve and ratify the grant to each of Mgmt For For
the following Directors of the Company: Dr.
Michael Anghel, Mr. Bruce Mann and Dr.
Hadar Ron, 2,000 restricted share units
under the Company's 2018 Incentive Plan
totaling 6,000 restricted share units, half
of which shall vest on February 13, 2024,
and the remaining half shall vest on
February 13, 2025, subject to their
continued services on the date of vesting.
6. To approve the re-appointment of Kesselman Mgmt For For
& Kesselman Certified Public Accounts, a
member of PWC, as the Company's independent
auditors for the fiscal year ending
December 31, 2023, and its service until
the annual general meeting of shareholders
to be held in 2024.
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
KEYENCE CORPORATION Agenda Number: 717287355
--------------------------------------------------------------------------------------------------------------------------
Security: J32491102
Meeting Type: AGM
Meeting Date: 14-Jun-2023
Ticker:
ISIN: JP3236200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Takizaki, Takemitsu Mgmt For For
2.2 Appoint a Director Nakata, Yu Mgmt For For
2.3 Appoint a Director Yamaguchi, Akiji Mgmt For For
2.4 Appoint a Director Yamamoto, Hiroaki Mgmt For For
2.5 Appoint a Director Nakano, Tetsuya Mgmt For For
2.6 Appoint a Director Yamamoto, Akinori Mgmt For For
2.7 Appoint a Director Taniguchi, Seiichi Mgmt For For
2.8 Appoint a Director Suenaga, Kumiko Mgmt For For
2.9 Appoint a Director Yoshioka, Michifumi Mgmt For For
3 Appoint a Corporate Auditor Komura, Mgmt For For
Koichiro
4 Appoint a Substitute Corporate Auditor Mgmt For For
Yamamoto, Masaharu
--------------------------------------------------------------------------------------------------------------------------
LONZA GROUP AG Agenda Number: 716878561
--------------------------------------------------------------------------------------------------------------------------
Security: H50524133
Meeting Type: AGM
Meeting Date: 05-May-2023
Ticker:
ISIN: CH0013841017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTION MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 880436 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE REMUNERATION REPORT Mgmt For For
3 APPROVE DISCHARGE OF BOARD AND SENIOR Mgmt For For
MANAGEMENT
4 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF CHF 3.50 PER SHARE
5.1.1 REELECT ALBERT BAEHNY AS DIRECTOR Mgmt For For
5.1.2 REELECT MARION HELMES AS DIRECTOR Mgmt For For
5.1.3 REELECT ANGELICA KOHLMANN AS DIRECTOR Mgmt For For
5.1.4 REELECT CHRISTOPH MAEDER AS DIRECTOR Mgmt For For
5.1.5 REELECT ROGER NITSCH AS DIRECTOR Mgmt For For
5.1.6 REELECT BARBARA RICHMOND AS DIRECTOR Mgmt For For
5.1.7 REELECT JUERGEN STEINEMANN AS DIRECTOR Mgmt For For
5.1.8 REELECT OLIVIER VERSCHEURE AS DIRECTOR Mgmt For For
5.2 REELECT ALBERT BAEHNY AS BOARD CHAIR Mgmt For For
5.3.1 REAPPOINT ANGELICA KOHLMANN AS MEMBER OF Mgmt For For
THE NOMINATION AND COMPENSATION COMMITTEE
5.3.2 REAPPOINT CHRISTOPH MAEDER AS MEMBER OF THE Mgmt For For
NOMINATION AND COMPENSATION COMMITTEE
5.3.3 REAPPOINT JUERGEN STEINEMANN AS MEMBER OF Mgmt For For
THE NOMINATION AND COMPENSATION COMMITTEE
6 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR Mgmt For For
2023
7 RATIFY DELOITTE AG AS AUDITORS FOR FISCAL Mgmt For For
YEAR 2024
8 DESIGNATE THOMANNFISCHER AS INDEPENDENT Mgmt For For
PROXY
9.1 AMEND CORPORATE PURPOSE Mgmt For For
9.2 APPROVE CREATION OF CAPITAL BAND WITHIN THE Mgmt For For
UPPER LIMIT OF CHF 86.6 MILLION AND THE
LOWER LIMIT OF CHF 67.1 MILLION WITH OR
WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
9.3 AMEND ARTICLES RE: VOTING ON THE EXECUTIVE Mgmt For For
COMMITTEE COMPENSATION
9.4 AMEND ARTICLES OF ASSOCIATION Mgmt For For
10 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AMOUNT OF CHF 2.9 MILLION
11.1 APPROVE VARIABLE SHORT-TERM REMUNERATION OF Mgmt For For
EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF
3.5 MILLION FOR FISCAL YEAR 2022
11.2 APPROVE VARIABLE LONG-TERM REMUNERATION OF Mgmt For For
EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF
12.1 MILLION FOR FISCAL YEAR 2023
11.3 APPROVE FIXED REMUNERATION OF EXECUTIVE Mgmt For For
COMMITTEE IN THE AMOUNT OF CHF 3.3 MILLION
FOR THE PERIOD JULY 1, 2023 - DECEMBER 31,
2023
11.4 APPROVE FIXED AND VARIABLE LONG-TERM Mgmt For For
REMUNERATION OF EXECUTIVE COMMITTEE IN THE
AMOUNT OF CHF 19.6 MILLION FOR THE PERIOD
JANUARY 1, 2024 - DECEMBER 31, 2024
12 IN THE EVENT OF ANY YET UNKNOWN NEW OR Shr Abstain Against
MODIFIED PROPOSAL BY A SHAREHOLDER DURING
THE ANNUAL GENERAL MEETING, I INSTRUCT THE
INDEPENDENT REPRESENTATIVE TO VOTE AS
FOLLOWS (YES = VOTE IN FAVOR OF ANY SUCH
YET UNKONWN PROPOSAL; NO = VOTE AGAINST ANY
SUCH YET UNKNOWN PROPOSAL; ABSTAIN)
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting
AGENDA AND MEETING ATTENDANCE REQUESTS
ONLY. PLEASE ENSURE THAT YOU HAVE FIRST
VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A
MARKET REQUIREMENT FOR MEETINGS OF THIS
TYPE THAT THE SHARES ARE REGISTERED AND
MOVED TO A REGISTERED LOCATION AT THE CSD,
AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE.
THEREFORE WHILST THIS DOES NOT PREVENT THE
TRADING OF SHARES, ANY THAT ARE REGISTERED
MUST BE FIRST DEREGISTERED IF REQUIRED FOR
SETTLEMENT. DEREGISTRATION CAN AFFECT THE
VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE
CONCERNS REGARDING YOUR ACCOUNTS, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
--------------------------------------------------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON SE Agenda Number: 716830698
--------------------------------------------------------------------------------------------------------------------------
Security: F58485115
Meeting Type: MIX
Meeting Date: 20-Apr-2023
Ticker:
ISIN: FR0000121014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0313/202303132300500
.pdf
1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
3 ALLOCATION OF INCOME - SETTING OF THE Mgmt For For
DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS REFERRED Mgmt For For
TO IN ARTICLE L. 225-38 OF THE FRENCH
COMMERCIAL CODE
5 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
DELPHINE ARNAULT AS DIRECTOR
6 RENEWAL OF THE TERM OF OFFICE FOR MR. Mgmt For For
ANTONIO BELLONI AS DIRECTOR
7 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-JOSEE KRAVIS AS DIRECTOR
8 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-LAURE SAUTY DE CHALON AS DIRECTOR
9 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
NATACHA VALLA AS DIRECTOR
10 APPOINTMENT OF MR. LAURENT MIGNON AS Mgmt For For
DIRECTOR
11 RENEWAL OF THE TERM OF OFFICE FOR LORD Mgmt For For
POWELL OF BAYSWATER AS CENSOR
12 APPOINTMENT OF MR. DIEGO DELLA VALLE AS Mgmt For For
CENSOR
13 APPROVAL OF THE INFORMATION RELATING TO THE Mgmt For For
COMPENSATION OF CORPORATE OFFICERS, AS
REFERRED TO IN SECTION I OF ARTICLE
L.22-10-9 OF THE FRENCH COMMERCIAL CODE
14 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING THE FINANCIAL YEAR 2022 OR ALLOCATED
FOR THE SAME FINANCIAL YEAR TO MR. BERNARD
ARNAULT, CHAIRMAN AND CHIEF EXECUTIVE
OFFICER
15 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING FINANCIAL YEAR 2022 OR ALLOCATED FOR
THE SAME FINANCIAL YEAR TO MR. ANTONIO
BELLONI, DEPUTY CHIEF EXECUTIVE OFFICER
16 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
DIRECTORS
17 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
18 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DEPUTY CHIEF EXECUTIVE OFFICER
19 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
TRADE IN THE COMPANY'S SHARES AT A MAXIMUM
PURCHASE PRICE OF 1,200 EUROS PER SHARE,
FOR A MAXIMUM CUMULATIVE AMOUNT OF 60.4
BILLION EUROS
20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
REDUCE THE SHARE CAPITAL BY CANCELLING
SHARES HELD BY THE COMPANY FOLLOWING THE
REPURCHASE OF ITS OWN SHARES
21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE CAPITAL
BY INCORPORATION OF PROFITS, RESERVES,
PREMIUMS OR OTHERS
22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED WITH RETENTION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE BY PUBLIC
OFFERING (OTHER THAN THOSE REFERRED TO IN
SECTION 1 OF ARTICLE L. 411-2 OF THE FRENCH
MONETARY AND FINANCIAL CODE), COMMON
SHARES, AND/OR EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES, AND/OR TRANSFERABLE
SECURITIES GRANTING ACCESS TO EQUITY
SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT WITH
THE OPTION OF A PRIORITY RIGHT
24 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE
BENEFIT OF QUALIFIED INVESTORS OR A LIMITED
CIRCLE OF INVESTORS
25 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE NUMBER
OF SECURITIES TO BE ISSUED IN THE EVENT OF
A CAPITAL INCREASE WITH RETENTION OR
CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT IN THE
CONTEXT OF OVER-ALLOTMENT OPTIONS IN CASE
OF OVERSUBSCRIPTION OF THE NUMBER OF
SECURITIES OFFERED
26 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OR TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
SECURITIES BROUGHT INTO ANY PUBLIC EXCHANGE
OFFER INITIATED BY THE COMPANY
27 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO ISSUE, WITHIN THE LIMIT OF 10%
OF THE SHARE CAPITAL, COMMON SHARES OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OF THE COMPANY OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
CONTRIBUTIONS IN KIND OF EQUITY SECURITIES
OR TRANSFERABLE SECURITIES GRANTING ACCESS
TO THE CAPITAL, GRANTED TO THE COMPANY
28 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO GRANT SHARE SUBSCRIPTION OPTIONS
WITH CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT, OR SHARE
PURCHASE OPTIONS TO EMPLOYEES AND/OR
EXECUTIVE CORPORATE OFFICERS OF THE COMPANY
AND RELATED ENTITIES, WITHIN THE LIMIT OF
1% OF THE CAPITAL
29 DELEGATION OF AUTHORITY TO GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO
THE COMPANY'S CAPITAL, WITH CANCELLATION OF
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION
RIGHT, FOR THE BENEFIT OF MEMBERS OF THE
GROUP'S COMPANY SAVINGS PLAN(S), WITHIN THE
LIMIT OF 1% OF THE SHARE CAPITAL
30 SETTING OF THE OVERALL CEILING FOR Mgmt For For
IMMEDIATE OR FUTURE CAPITAL INCREASES
DECIDED IN ACCORDANCE WITH DELEGATIONS OF
AUTHORITY
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 935780999
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: J.
Michael Stice
1b. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: John P.
Surma
1c. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Susan
Tomasky
1d. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Toni
Townes-Whitley
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent auditor for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
company's named executive officer
compensation.
4. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
declassify the Board of Directors.
5. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
eliminate the supermajority provisions.
6. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
increase the maximum size of the Board of
Directors.
7. Shareholder proposal seeking a simple Shr Against For
majority vote.
8. Shareholder proposal seeking an amendment Shr Against For
to the company's existing clawback
provisions.
9. Shareholder proposal seeking a report on Shr Against For
just transition.
10. Shareholder proposal seeking an audited Shr Against For
report on asset retirement obligations.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
NIPPON STEEL CORPORATION Agenda Number: 717320511
--------------------------------------------------------------------------------------------------------------------------
Security: J55678106
Meeting Type: AGM
Meeting Date: 23-Jun-2023
Ticker:
ISIN: JP3381000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Amend Business Lines Mgmt For For
3.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Shindo, Kosei
3.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Hashimoto,
Eiji
3.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Sato, Naoki
3.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Mori, Takahiro
3.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Hirose,
Takashi
3.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fukuda,
Kazuhisa
3.7 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Imai, Tadashi
3.8 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Funakoshi,
Hirofumi
3.9 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tomita,
Tetsuro
3.10 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Urano, Kuniko
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
PT BANK MANDIRI (PERSERO) TBK Agenda Number: 716691349
--------------------------------------------------------------------------------------------------------------------------
Security: Y7123S108
Meeting Type: AGM
Meeting Date: 14-Mar-2023
Ticker:
ISIN: ID1000095003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE ANNUAL REPORT AND Mgmt For For
RATIFICATION OF THE COMPANY'S CONSOLIDATED
FINANCIAL STATEMENTS, APPROVAL OF THE BOARD
OF COMMISSIONERS SUPERVISORY TASK REPORT
AND RATIFICATION OF THE FINANCIAL
STATEMENTS OF THE MICRO AND SMALL BUSINESS
FUNDING PROGRAM (PUMK) FOR THE 2022
FINANCIAL YEAR, AS WELL AS THE GRANTING OF
FULL RELEASE AND DISCHARGE (VOLLEDIG ACQUIT
ET DE CHARGE) TO THE BOARD OF DIRECTORS FOR
THE MANAGEMENT ACTIONS OF THE COMPANY AND
THE BOARD OF COMMISSIONERS FOR THE
SUPERVISORY ACTIONS OF THE COMPANY THAT
HAVE BEEN DEDICATED DURING 2022 FINANCIAL
YEAR
2 APPROVAL FOR THE USE OF THE COMPANY'S NET Mgmt For For
PROFITS FOR 2022 FINANCIAL YEAR
3 DETERMINATION OF REMUNERATION Mgmt For For
(SALARY/HONORARIUM, FACILITIES, AND
BENEFITS) IN 2023 AND BONUS (TANTIEM) FOR
THE 2022 FINANCIAL YEAR FOR THE BOARD OF
DIRECTORS AND THE BOARD OF COMMISSIONERS OF
THE COMPANY
4 DETERMINATION OF PUBLIC ACCOUNTANTS (AP) Mgmt For For
AND/OR PUBLIC ACCOUNTING FIRMS (KAP) TO
AUDIT THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AND FINANCIAL STATEMENTS OF THE
MICRO AND SMALL BUSINESS FUNDING PROGRAM
(PUMK) FOR THE 2023 FINANCIAL YEAR
5 APPROVAL OF THE COMPANY'S RESOLUTION PLAN Mgmt For For
6 APPROVAL OF THE COMPANY'S STOCK SPLIT WITH Mgmt For For
RATIO OF 1:2 OR FROM RP250.00 (TWO HUNDRED
AND FIFTY RUPIAH) PER SHARE TO BECOME
RP125.00 (ONE HUNDRED TWENTY-FIVE RUPIAH)
PER SHARE
7 APPROVAL OF AMENDMENTS TO THE COMPANY'S Mgmt For For
ARTICLES OF ASSOCIATION
8 CHANGES IN THE COMPOSITION OF THE COMPANY'S Mgmt For For
BOARD OF MANAGEMENT
--------------------------------------------------------------------------------------------------------------------------
QUANTA SERVICES, INC. Agenda Number: 935816263
--------------------------------------------------------------------------------------------------------------------------
Security: 74762E102
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: PWR
ISIN: US74762E1029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Earl C. (Duke) Mgmt For For
Austin, Jr.
1b. Election of Director: Doyle N. Beneby Mgmt For For
1c. Election of Director: Vincent D. Foster Mgmt For For
1d. Election of Director: Bernard Fried Mgmt For For
1e. Election of Director: Worthing F. Jackman Mgmt For For
1f. Election of Director: Holli C. Ladhani Mgmt For For
1g. Election of Director: David M. McClanahan Mgmt For For
1h. Election of Director: R. Scott Rowe Mgmt For For
1i. Election of Director: Margaret B. Shannon Mgmt For For
1j. Election of Director: Martha B. Wyrsch Mgmt For For
2. Approval, by non-binding advisory vote, of Mgmt For For
Quanta's executive compensation.
3. Recommendation, by non-binding advisory Mgmt 1 Year For
vote, on the frequency of future advisory
votes on Quanta's executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Quanta's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
ROLLS-ROYCE HOLDINGS PLC Agenda Number: 716737878
--------------------------------------------------------------------------------------------------------------------------
Security: G76225104
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: GB00B63H8491
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND THE AUDITOR
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 31 DECEMBER 2022
3 TO RE-ELECT DAME ANITA FREW AS A DIRECTOR Mgmt For For
OF THE COMPANY
4 TO ELECT TUFAN ERGINBILGIC AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 TO RE-ELECT PANOS KAKOULLIS AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 TO RE-ELECT PAUL ADAMS AS A DIRECTOR OF THE Mgmt For For
COMPANY
7 TO RE-ELECT GEORGE CULMER AS A DIRECTOR OF Mgmt For For
THE COMPANY
8 TO RE-ELECT LORD JITESH GADHIA AS A Mgmt For For
DIRECTOR OF THE COMPANY
9 TO RE-ELECT BEVERLY GOULET AS A DIRECTOR OF Mgmt For For
THE COMPANY
10 TO RE-ELECT NICK LUFF AS A DIRECTOR OF THE Mgmt For For
COMPANY
11 TO RE-ELECT WENDY MARS AS A DIRECTOR OF THE Mgmt For For
COMPANY
12 TO RE-ELECT SIR KEVIN SMITH CBE AS A Mgmt For For
DIRECTOR OF THE COMPANY
13 TO RE-ELECT DAME ANGELA STRANK AS A Mgmt For For
DIRECTOR OF THE COMPANY
14 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS THE Mgmt For For
COMPANY'S AUDITOR
15 TO AUTHORISE THE AUDIT COMMITTEE ON BEHALF Mgmt For For
OF THE BOARD TO SET THE AUDITORS
REMUNERATION
16 TO AUTHORISE POLITICAL DONATIONS AND Mgmt For For
POLITICAL EXPENDITURE
17 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
18 TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
19 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
--------------------------------------------------------------------------------------------------------------------------
SCHNEIDER ELECTRIC SE Agenda Number: 716843570
--------------------------------------------------------------------------------------------------------------------------
Security: F86921107
Meeting Type: MIX
Meeting Date: 04-May-2023
Ticker:
ISIN: FR0000121972
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
1 APPROVAL OF STATUTORY FINANCIAL STATEMENTS Mgmt For For
FOR THE 2022 FISCAL YEAR
2 APPROVAL OF CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE 2022 FISCAL YEAR
3 APPROPRIATION OF PROFIT FOR THE FISCAL YEAR Mgmt For For
AND SETTING THE DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS GOVERNED Mgmt For For
BY ARTICLE L. 225-38 ET SEQ. OF THE FRENCH
COMMERCIAL CODE
5 APPROVAL OF THE INFORMATION ON THE Mgmt For For
DIRECTORS AND THE CORPORATE OFFICERS
COMPENSATION PAID OR GRANTED FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2022 MENTIONED IN
ARTICLE L. 22-10-9 OF THE FRENCH COMMERCIAL
CODE
6 APPROVAL OF THE COMPONENTS OF THE TOTAL Mgmt For For
COMPENSATION AND BENEFITS OF ALL TYPES PAID
DURING THE 2022 FISCAL YEAR OR AWARDED IN
RESPECT OF THE SAID FISCAL YEAR TO MR.
JEAN-PASCAL TRICOIRE
7 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN & CHIEF EXECUTIVE OFFICER, MR.
JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM
JANUARY 1 TO MAY 3, 2023
8 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHIEF EXECUTIVE OFFICER, MR. PETER HERWECK,
FOR THE PERIOD FROM MAY 4 TO DECEMBER 31,
2023
9 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN OF THE BOARD OF DIRECTORS, MR.
JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM
MAY 4 TO DECEMBER 31, 2023
10 DETERMINATION OF THE TOTAL ANNUAL Mgmt For For
COMPENSATION OF THE DIRECTORS
11 APPROVAL OF THE DIRECTORS COMPENSATION Mgmt For For
POLICY
12 RENEWAL OF THE TERM OF OFFICE OF MR. L?O Mgmt For For
APOTHEKER
13 RENEWAL OF THE TERM OF OFFICE OF MR. Mgmt For For
GREGORY SPIERKEL
14 RENEWAL OF THE TERM OF OFFICE OF MR. LIP-BU Mgmt For For
TAN
15 APPOINTMENT OF MR. ABHAY PARASNIS AS A Mgmt For For
DIRECTOR
16 APPOINTMENT OF MRS. GIULIA CHIERCHIA AS A Mgmt For For
DIRECTOR
17 OPINION ON THE COMPANY CLIMATE STRATEGY Mgmt For For
18 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO BUY BACK COMPANY SHARES
19 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITH SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT
20 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT THROUGH A PUBLIC
OFFERING OTHER THAN THOSE REFERRED TO IN
ARTICLE L. 411-2 1N OF THE FRENCH MONETARY
AND FINANCIAL CODE
21 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT THROUGH AN OFFERING IN
ACCORDANCE WITH ARTICLE L. 411-2 1N OF THE
FRENCH MONETARY AND FINANCIAL CODE
22 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE NUMBER OF SHARES
TO BE ISSUED IN THE EVENT OF A CAPITAL
INCREASE WITH OR WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT IN CONSIDERATION FOR
CONTRIBUTIONS IN KIND TO THE COMPANY
24 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
CAPITALIZING ADDITIONAL PAID-IN CAPITAL,
RESERVES, EARNINGS OR OTHER
25 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO UNDERTAKE CAPITAL INCREASES
RESERVED FOR PARTICIPANTS IN A COMPANY
SAVINGS PLAN WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
26 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO UNDERTAKE CAPITAL INCREASES
RESERVED FOR EMPLOYEES OF CERTAIN
NON-FRENCH SUBSIDIARIES OF THE GROUP,
DIRECTLY OR VIA ENTITIES ACTING TO OFFER
THOSE EMPLOYEES BENEFITS COMPARABLE TO
THOSE OFFERED TO PARTICIPANTS IN A COMPANY
SAVINGS PLAN WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
27 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For
CANCEL SHARES OF THE COMPANY BOUGHT BACK BY
THE COMPANY UNDER THE SHARE BUYBACK
PROGRAMS
28 POWERS FOR FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0327/202303272300691
.pdf
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SEVEN & I HOLDINGS CO.,LTD. Agenda Number: 717158136
--------------------------------------------------------------------------------------------------------------------------
Security: J7165H108
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: JP3422950000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Isaka, Ryuichi Mgmt For For
2.2 Appoint a Director Goto, Katsuhiro Mgmt For For
2.3 Appoint a Director Yonemura, Toshiro Mgmt For For
2.4 Appoint a Director Wada, Shinji Mgmt For For
2.5 Appoint a Director Hachiuma, Fuminao Mgmt For For
3 Appoint a Corporate Auditor Matsuhashi, Mgmt For For
Kaori
4.1 Appoint a Director Ito, Junro Mgmt For For
4.2 Appoint a Director Nagamatsu, Fumihiko Mgmt For For
4.3 Appoint a Director Joseph Michael DePinto Mgmt For For
4.4 Appoint a Director Maruyama, Yoshimichi Mgmt For For
4.5 Appoint a Director Izawa, Yoshiyuki Mgmt For For
4.6 Appoint a Director Yamada, Meyumi Mgmt For For
4.7 Appoint a Director Jenifer Simms Rogers Mgmt For For
4.8 Appoint a Director Paul Yonamine Mgmt For For
4.9 Appoint a Director Stephen Hayes Dacus Mgmt For For
4.10 Appoint a Director Elizabeth Miin Meyerdirk Mgmt For For
5.1 Shareholder Proposal: Appoint a Director Shr Against For
Natori, Katsuya
5.2 Shareholder Proposal: Appoint a Director Shr Against For
Dene Rogers
5.3 Shareholder Proposal: Appoint a Director Shr Against For
Ronald Gill
5.4 Shareholder Proposal: Appoint a Director Shr Against For
Brittni Levinson
--------------------------------------------------------------------------------------------------------------------------
SHELL PLC Agenda Number: 717105464
--------------------------------------------------------------------------------------------------------------------------
Security: G80827101
Meeting Type: AGM
Meeting Date: 23-May-2023
Ticker:
ISIN: GB00BP6MXD84
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 906048 DUE TO CHANGE IN VOTING
STATUS FOR RESOLUTION 26. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE
GRANTED. THEREFORE PLEASE REINSTRUCT ON
THIS MEETING NOTICE ON THE NEW JOB. IF
HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT
GRANTED IN THE MARKET, THIS MEETING WILL BE
CLOSED AND YOUR VOTE INTENTIONS ON THE
ORIGINAL MEETING WILL BE APPLICABLE. PLEASE
ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF
ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK
YOU
1 ANNUAL REPORT AND ACCOUNTS BE RECEIVED Mgmt For For
2 APPROVAL OF DIRECTORS REMUNERATION POLICY Mgmt For For
3 APPROVAL OF DIRECTORS REMUNERATION REPORT Mgmt For For
4 APPOINTMENT OF WAEL SAWAN AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 APPOINTMENT OF CYRUS TARAPOREVALA AS A Mgmt For For
DIRECTOR OF THE COMPANY
6 APPOINTMENT OF SIR CHARLES ROXBURGH AS A Mgmt For For
DIRECTOR OF THE COMPANY
7 APPOINTMENT OF LEENA SRIVASTAVA AS A Mgmt For For
DIRECTOR OF THE COMPANY
8 REAPPOINTMENT OF SINEAD GORMAN AS A Mgmt For For
DIRECTOR OF THE COMPANY
9 REAPPOINTMENT OF DICK BOER AS A DIRECTOR OF Mgmt For For
THE COMPANY
10 REAPPOINTMENT OF NEIL CARSON AS A DIRECTOR Mgmt For For
OF THE COMPANY
11 REAPPOINTMENT OF ANN GODBEHERE AS A Mgmt For For
DIRECTOR OF THE COMPANY
12 REAPPOINTMENT OF JANE HOLL LUTE AS A Mgmt For For
DIRECTOR OF THE COMPANY
13 REAPPOINTMENT OF CATHERINE HUGHES AS A Mgmt For For
DIRECTOR OF THE COMPANY
14 REAPPOINTMENT OF SIR ANDREW MACKENZIE AS A Mgmt For For
DIRECTOR OF THE COMPANY
15 REAPPOINTMENT OF ABRAHAM BRAM SCOTT AS A Mgmt For For
DIRECTOR OF THE COMPANY
16 REAPPOINT ERNST & YOUNG LLP AS AUDITORS Mgmt For For
17 REMUNERATION OF AUDITORS Mgmt For For
18 AUTHORITY TO ALLOT SHARES Mgmt For For
19 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
20 AUTHORITY TO MAKE ON MARKET PURCHASES OF Mgmt For For
OWN SHARES
21 AUTHORITY TO MAKE OFF MARKET PURCHASES OF Mgmt For For
OWN SHARES
22 AUTHORITY TO MAKE CERTAIN DONATIONS INCUR Mgmt For For
EXPENDITURE
23 ADOPTION OF NEW ARTICLES OF ASSOCIATION Mgmt For For
24 APPROVAL OF SHELLS SHARE PLAN RULES AND Mgmt For For
AUTHORITY TO ADOPT SCHEDULES TO THE PLAN
25 APPROVE SHELLS ENERGY TRANSITION PROGRESS Mgmt For For
26 SHAREHOLDER RESOLUTION Shr Against For
CMMT 15 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS AND MODIFICATION OF TEXT OF
RESOLUTION 16. IF YOU HAVE ALREADY SENT IN
YOUR VOTES TO MID 909338, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD Agenda Number: 717197835
--------------------------------------------------------------------------------------------------------------------------
Security: Y84629107
Meeting Type: AGM
Meeting Date: 06-Jun-2023
Ticker:
ISIN: TW0002330008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACCEPT 2022 BUSINESS REPORT AND Mgmt For For
FINANCIAL STATEMENTS.
2 TO APPROVE THE ISSUANCE OF EMPLOYEE Mgmt For For
RESTRICTED STOCK AWARDS FOR YEAR 2023.
3 TO REVISE THE PROCEDURES FOR ENDORSEMENT Mgmt For For
AND GUARANTEE.
4 IN ORDER TO REFLECT THE AUDIT COMMITTEE Mgmt For For
NAME CHANGE TO THE AUDIT AND RISK
COMMITTEE, TO REVISE THE NAME OF AUDIT
COMMITTEE IN THE FOLLOWING TSMC
POLICIES,(I). PROCEDURES FOR ACQUISITION OR
DISPOSAL OF ASSETS. (II). PROCEDURES FOR
FINANCIAL DERIVATIVES TRANSACTIONS. (III).
PROCEDURES FOR LENDING FUNDS TO OTHER
PARTIES. (IV). PROCEDURES FOR ENDORSEMENT
AND GUARANTEE.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MFG. CO. LTD. Agenda Number: 935863298
--------------------------------------------------------------------------------------------------------------------------
Security: 874039100
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TSM
ISIN: US8740391003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To accept 2022 Business Report and Mgmt For For
Financial Statements
2. To approve the issuance of employee Mgmt For For
restricted stock awards for year 2023
3. To revise the Procedures for Endorsement Mgmt For For
and Guarantee
4. In order to reflect the Audit Committee Mgmt For For
name change to the Audit and Risk
Committee, to revise the name of Audit
Committee in the following TSMC policies:
i. Procedures for Acquisition or Disposal
of Assets ii. Procedures for Financial
Derivatives Transactions iii. Procedures
for Lending Funds to Other Parties iv.
Procedures for Endorsement and Guarantee
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD Agenda Number: 716954727
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0406/2023040601872.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0406/2023040601874.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS, THE DIRECTORS REPORT
AND THE INDEPENDENT AUDITORS REPORT FOR THE
YEAR ENDED 31 DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.A TO RE-ELECT MR JACOBUS PETRUS (KOOS) BEKKER Mgmt For For
AS DIRECTOR
3.B TO RE-ELECT PROFESSOR ZHANG XIULAN AS Mgmt For For
DIRECTOR
3.C TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS REMUNERATION
4 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE NEW SHARES (ORDINARY RESOLUTION 5
AS SET OUT IN THE NOTICE OF THE AGM)
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES (ORDINARY RESOLUTION 6
AS SET OUT IN THE NOTICE OF THE AGM)
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD Agenda Number: 717126634
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: EGM
Meeting Date: 17-May-2023
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401635.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1A TO APPROVE AND ADOPT THE 2023 SHARE OPTION Mgmt For For
SCHEME
1B TO APPROVE THE TRANSFER OF SHARE OPTIONS Mgmt For For
1C TO TERMINATE THE SHARE OPTION SCHEME Mgmt For For
ADOPTED BY THE COMPANY ON 17 MAY 2017
2 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (SHARE OPTION) UNDER THE 2023 SHARE
OPTION SCHEME
3 TO APPROVE AND ADOPT THE SERVICE PROVIDER Mgmt For For
SUB-LIMIT (SHARE OPTION) UNDER THE 2023
SHARE OPTION SCHEME
4A TO APPROVE AND ADOPT THE 2023 SHARE AWARD Mgmt For For
SCHEME
4B TO APPROVE THE TRANSFER OF SHARE AWARDS Mgmt For For
4C TO TERMINATE EACH OF THE SHARE AWARD Mgmt For For
SCHEMES ADOPTED BY THE COMPANY ON 13
NOVEMBER 2013 AND 25 NOVEMBER 2019
5 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (SHARE AWARD) UNDER THE 2023 SHARE
AWARD SCHEME
6 TO APPROVE AND ADOPT THE SCHEME MANDATE Mgmt For For
LIMIT (NEW SHARES SHARE AWARD) UNDER THE
2023 SHARE AWARD SCHEME
7 TO APPROVE AND ADOPT THE SERVICE PROVIDER Mgmt For For
SUB-LIMIT (NEW SHARES SHARE AWARD) UNDER
THE 2023 SHARE AWARD SCHEME
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 935776685
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Herb Allen Mgmt For For
1b. Election of Director: Marc Bolland Mgmt For For
1c. Election of Director: Ana Botin Mgmt For For
1d. Election of Director: Christopher C. Davis Mgmt For For
1e. Election of Director: Barry Diller Mgmt For For
1f. Election of Director: Carolyn Everson Mgmt For For
1g. Election of Director: Helene D. Gayle Mgmt For For
1h. Election of Director: Alexis M. Herman Mgmt For For
1i. Election of Director: Maria Elena Mgmt For For
Lagomasino
1j. Election of Director: Amity Millhiser Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: Caroline J. Tsay Mgmt For For
1m. Election of Director: David B. Weinberg Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent Auditors of the Company to
serve for the 2023 fiscal year
5. Shareowner proposal requesting an audit of Shr Against For
the Company's impact on nonwhite
stakeholders
6. Shareowner proposal requesting a global Shr Against For
transparency report
7. Shareowner proposal regarding political Shr Against For
expenditures values alignment
8. Shareowner proposal requesting an Shr Against For
independent Board chair policy
9. Shareowner proposal requesting a report on Shr Against For
risks from state policies restricting
reproductive rights
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VINCI SA Agenda Number: 716829532
--------------------------------------------------------------------------------------------------------------------------
Security: F5879X108
Meeting Type: MIX
Meeting Date: 13-Apr-2023
Ticker:
ISIN: FR0000125486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
1 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
AND STATUTORY REPORTS
2 APPROVE FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 4 PER SHARE
4 REELECT CAROLINE GREGOIRE SAINTE MARIE AS Mgmt For For
DIRECTOR
5 ELECT CARLOS AGUILAR AS DIRECTOR Mgmt For For
6 ELECT ANNETTE MESSEMER AS DIRECTOR Mgmt For For
7 ELECT DOMINIQUE MULLER AS REPRESENTATIVE OF Mgmt For For
EMPLOYEE SHAREHOLDERS TO THE BOARD
8 ELECT AGNES DANEY DE MARCILLAC AS Mgmt Against Against
REPRESENTATIVE OF EMPLOYEE SHAREHOLDERS TO
THE BOARD
9 ELECT RONALD KOUWENHOVEN AS REPRESENTATIVE Mgmt Against Against
OF EMPLOYEE SHAREHOLDERS TO THE BOARD
10 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF Mgmt For For
ISSUED SHARE CAPITAL
11 APPROVE REMUNERATION POLICY OF DIRECTORS Mgmt For For
12 APPROVE REMUNERATION POLICY OF XAVIER Mgmt For For
HUILLARD, CHAIRMAN AND CEO
13 APPROVE COMPENSATION REPORT Mgmt For For
14 APPROVE COMPENSATION OF XAVIER HUILLARD, Mgmt For For
CHAIRMAN AND CEO
15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA Mgmt For For
CANCELLATION OF REPURCHASED SHARES
16 AUTHORIZE CAPITALIZATION OF RESERVES FOR Mgmt For For
BONUS ISSUE OR INCREASE IN PAR VALUE
17 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITH PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 300 MILLION
18 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 150 MILLION
19 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED Mgmt For For
SECURITIES FOR PRIVATE PLACEMENTS, UP TO
AGGREGATE NOMINAL AMOUNT OF EUR 150 MILLION
20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE Mgmt For For
EVENT OF ADDITIONAL DEMAND RELATED TO
DELEGATION SUBMITTED TO SHAREHOLDER VOTE
UNDER ITEMS 17-19
21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 Mgmt For For
PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS
IN KIND
22 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS
23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS RESERVED FOR
EMPLOYEES OF INTERNATIONAL SUBSIDIARIES
24 AUTHORIZE UP TO 1 PERCENT OF ISSUED CAPITAL Mgmt For For
FOR USE IN RESTRICTED STOCK PLANS RESERVED
FOR EMPLOYEES WITH PERFORMANCE CONDITIONS
ATTACHED
25 AUTHORIZE FILING OF REQUIRED Mgmt For For
DOCUMENTS/OTHER FORMALITIES
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 27 MAR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS AVAILABLE
BY CLICKING ON THE MATERIAL URL LINKS:
https://www.vinci.com/vinci.nsf/fr/actionna
ires-assemblees-generales/pages/index.htm
and HYPERLINK:
https://www.journal-officiel.gouv.fr/telech
argements/balo/pdf/2023/0322/202303222300617
.pdf AND PLEASE NOTE THAT THIS IS A REVISION
DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES TO MID 879483, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 868200 DUE TO SLIB VOTING TAG
CHANGES TO Y. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
Calamos Global Sustainable Equities Fund
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ADOBE INC. Agenda Number: 935770126
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: ADBE
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Amy Banse
1b. Election of Director to serve for a Mgmt For For
one-year term: Brett Biggs
1c. Election of Director to serve for a Mgmt For For
one-year term: Melanie Boulden
1d. Election of Director to serve for a Mgmt For For
one-year term: Frank Calderoni
1e. Election of Director to serve for a Mgmt For For
one-year term: Laura Desmond
1f. Election of Director to serve for a Mgmt For For
one-year term: Shantanu Narayen
1g. Election of Director to serve for a Mgmt For For
one-year term: Spencer Neumann
1h. Election of Director to serve for a Mgmt For For
one-year term: Kathleen Oberg
1i. Election of Director to serve for a Mgmt For For
one-year term: Dheeraj Pandey
1j. Election of Director to serve for a Mgmt For For
one-year term: David Ricks
1k. Election of Director to serve for a Mgmt For For
one-year term: Daniel Rosensweig
1l. Election of Director to serve for a Mgmt For For
one-year term: John Warnock
2. Approve the 2019 Equity Incentive Plan, as Mgmt For For
amended, to increase the available share
reserve by 12,000,000 shares.
3. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending on December
1, 2023.
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
5. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
6. Stockholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN WATER WORKS COMPANY, INC. Agenda Number: 935793782
--------------------------------------------------------------------------------------------------------------------------
Security: 030420103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: AWK
ISIN: US0304201033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey N. Edwards Mgmt For For
1b. Election of Director: Martha Clark Goss Mgmt For For
1c. Election of Director: M. Susan Hardwick Mgmt For For
1d. Election of Director: Kimberly J. Harris Mgmt For For
1e. Election of Director: Laurie P. Havanec Mgmt For For
1f. Election of Director: Julia L. Johnson Mgmt For For
1g. Election of Director: Patricia L. Kampling Mgmt For For
1h. Election of Director: Karl F. Kurz Mgmt For For
1i. Election of Director: Michael L. Marberry Mgmt For For
1j. Election of Director: James G. Stavridis Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of the Company's named
executive officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency (i.e., every year, every two
years or every three years) of the
approval, on an advisory basis, of the
compensation of the Company's named
executive officers.
4. Ratification of the appointment, by the Mgmt For For
Audit, Finance and Risk Committee of the
Board of Directors, of
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for 2023.
5. Shareholder proposal on Racial Equity Audit Shr Against For
as described in the proxy statement.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr For Against
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APPLIED MATERIALS, INC. Agenda Number: 935760858
--------------------------------------------------------------------------------------------------------------------------
Security: 038222105
Meeting Type: Annual
Meeting Date: 09-Mar-2023
Ticker: AMAT
ISIN: US0382221051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rani Borkar Mgmt For For
1b. Election of Director: Judy Bruner Mgmt For For
1c. Election of Director: Xun (Eric) Chen Mgmt For For
1d. Election of Director: Aart J. de Geus Mgmt For For
1e. Election of Director: Gary E. Dickerson Mgmt For For
1f. Election of Director: Thomas J. Iannotti Mgmt For For
1g. Election of Director: Alexander A. Karsner Mgmt For For
1h. Election of Director: Kevin P. March Mgmt For For
1i. Election of Director: Yvonne McGill Mgmt For For
1j. Election of Director: Scott A. McGregor Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Applied Materials' named
executive officers for fiscal year 2022.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. Ratification of the appointment of KPMG LLP Mgmt For For
as Applied Materials' independent
registered public accounting firm for
fiscal year 2023.
5. Shareholder proposal to amend the Shr For Against
appropriate company governing documents to
give the owners of a combined 10% of our
outstanding common stock the power to call
a special shareholder meeting.
6. Shareholder proposal to improve the Shr For Against
executive compensation program and policy
to include the CEO pay ratio factor.
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt Against Against
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
BALL CORPORATION Agenda Number: 935779376
--------------------------------------------------------------------------------------------------------------------------
Security: 058498106
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: BALL
ISIN: US0584981064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cathy D. Ross Mgmt For For
1b. Election of Director: Betty J. Sapp Mgmt For For
1c. Election of Director: Stuart A. Taylor II Mgmt For For
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for the Corporation for 2023.
3. To approve, by non-binding vote, the Mgmt For For
compensation paid to the named executive
officers.
4. To approve, by non-binding, advisory vote, Mgmt 1 Year For
the frequency of future non-binding,
advisory shareholder votes to approve the
compensation of the named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
BCE INC. Agenda Number: 935792615
--------------------------------------------------------------------------------------------------------------------------
Security: 05534B760
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BCE
ISIN: CA05534B7604
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Directors: Mirko Bibic Mgmt For For
1B David F. Denison Mgmt For For
1C Robert P. Dexter Mgmt For For
1D Katherine Lee Mgmt For For
1E Monique F. Leroux Mgmt For For
1F Sheila A. Murray Mgmt For For
1G Gordon M. Nixon Mgmt For For
1H Louis P. Pagnutti Mgmt For For
1I Calin Rovinescu Mgmt For For
1J Karen Sheriff Mgmt For For
1K Robert C. Simmonds Mgmt For For
1L Jennifer Tory Mgmt For For
1M Louis Vachon Mgmt Against Against
1N Cornell Wright Mgmt For For
2 Appointment of Deloitte LLP as auditors Mgmt For For
3 Advisory resolution on executive Mgmt For For
compensation as described in section 3.4 of
the management proxy circular
--------------------------------------------------------------------------------------------------------------------------
CHINA WATER AFFAIRS GROUP LTD Agenda Number: 715949333
--------------------------------------------------------------------------------------------------------------------------
Security: G21090124
Meeting Type: AGM
Meeting Date: 09-Sep-2022
Ticker:
ISIN: BMG210901242
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0728/2022072800039.pdf
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0728/2022072800047.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS AND THE REPORTS OF THE
DIRECTORS AND THE AUDITORS OF THE COMPANY
FOR THE YEAR ENDED 31 MARCH 2022
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.I TO RE-ELECT MS. DING BIN AS EXECUTIVE Mgmt For For
DIRECTOR
3.II TO RE-ELECT MR. ZHAO HAI HU AS Mgmt For For
NON-EXECUTIVE DIRECTOR
3.III TO RE-ELECT MR. CHAU KAM WING AS Mgmt Against Against
INDEPENDENT NON-EXECUTIVE DIRECTOR
3.IV TO RE-ELECT MR. SIU CHI MING AS INDEPENDENT Mgmt For For
NON-EXECUTIVE DIRECTOR
3.V TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS REMUNERATIONS
4 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
AUDITORS AND TO AUTHORISE THE BOARD OF
DIRECTORS TO FIX THEIR REMUNERATION
5 TO GIVE A GENERAL MANDATE TO THE BOARD OF Mgmt Against Against
DIRECTORS TO ISSUE AND ALLOT SHARES
6 TO GIVE A GENERAL MANDATE TO THE BOARD OF Mgmt For For
DIRECTORS TO REPURCHASE THE COMPANY'S OWN
SHARES
7 TO EXTEND THE GENERAL MANDATE GIVEN TO THE Mgmt Against Against
BOARD OF DIRECTORS TO ISSUE, ALLOT AND DEAL
WITH ADDITIONAL SHARES IN THE CAPITAL OF
THE COMPANY BY THE NUMBER OF SHARES
REPURCHASED BY THE COMPANY
8 TO ADOPT THE NEW SHARE OPTION SCHEME Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 935723216
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. Michele Burns Mgmt For For
1b. Election of Director: Wesley G. Bush Mgmt For For
1c. Election of Director: Michael D. Capellas Mgmt For For
1d. Election of Director: Mark Garrett Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Dr. Kristina M. Mgmt For For
Johnson
1g. Election of Director: Roderick C. Mcgeary Mgmt For For
1h. Election of Director: Sarah Rae Murphy Mgmt For For
1i. Election of Director: Charles H. Robbins Mgmt For For
1j. Election of Director: Brenton L. Saunders Mgmt For For
1k. Election of Director: Dr. Lisa T. Su Mgmt For For
1l. Election of Director: Marianna Tessel Mgmt For For
2. Approval, on an advisory basis, of Mgmt For For
executive compensation.
3. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Cisco's independent registered public
accounting firm for fiscal 2023.
4. Stockholder Proposal - Approval to have Shr For Against
Cisco's Board issue a tax transparency
report in consideration of the Global
Reporting Initiative's Tax Standard.
--------------------------------------------------------------------------------------------------------------------------
COCHLEAR LTD Agenda Number: 716095674
--------------------------------------------------------------------------------------------------------------------------
Security: Q25953102
Meeting Type: AGM
Meeting Date: 18-Oct-2022
Ticker:
ISIN: AU000000COH5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 2.1, 4.1, 5.1 AND VOTES CAST BY
ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
1.1 TO RECEIVE THE COMPANY'S FINANCIAL REPORT, Mgmt For For
THE DIRECTORS REPORT AND THE AUDITORS
REPORT IN RESPECT OF THE FINANCIAL YEAR
ENDED 30 JUNE 2022
2.1 TO ADOPT THE COMPANY'S REMUNERATION REPORT Mgmt For For
IN RESPECT OF THE FINANCIAL YEAR ENDED 30
JUNE 2022
3.1 TO RE-ELECT MS YASMIN ALLEN AS A DIRECTOR Mgmt For For
OF THE COMPANY
3.2 TO ELECT MR MICHAEL DEL PRADO AS A DIRECTOR Mgmt For For
OF THE COMPANY
3.3 TO ELECT MS KAREN PENROSE AS A DIRECTOR OF Mgmt Against Against
THE COMPANY
4.1 APPROVAL OF LONG-TERM INCENTIVES TO BE Mgmt For For
GRANTED TO THE CEO & PRESIDENT
5.1 APPROVAL TO INCREASE THE MAXIMUM AGGREGATE Mgmt For For
REMUNERATION OF NON- EXECUTIVE DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
COLOPLAST A/S Agenda Number: 716335319
--------------------------------------------------------------------------------------------------------------------------
Security: K16018192
Meeting Type: AGM
Meeting Date: 01-Dec-2022
Ticker:
ISIN: DK0060448595
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED.
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH
MARKET.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 PREPARATION, ETC. OF THE ANNUAL REPORT, Mgmt For For
COMPANY ANNOUNCEMENTS AND DOCUMENTS FOR
INTERNAL USE BY THE GENERAL MEETING IN
ENGLISH
2 REPORT BY THE BOARD OF DIRECTORS ON THE Non-Voting
ACTIVITIES OF THE COMPANY DURING THE PAST
FINANCIAL YEAR
3 PRESENTATION AND APPROVAL OF THE AUDITED Mgmt For For
ANNUAL REPORT
4 RESOLUTION ON THE DISTRIBUTION OF PROFIT IN Mgmt For For
ACCORDANCE WITH THE APPROVED ANNUAL REPORT
5 PRESENTATION AND APPROVAL OF THE Mgmt For For
REMUNERATION REPORT
6 APPROVAL OF THE BOARD OF DIRECTORS' Mgmt For For
REMUNERATION FOR THE CURRENT FINANCIAL YEAR
7.1 PROPOSALS BY THE BOARD OF DIRECTORS: UPDATE Mgmt For For
OF THE AUTHORISATION IN ARTICLES 5(A) AND
5(B) OF THE ARTICLES OF ASSOCIATION
7.2 PROPOSALS BY THE BOARD OF DIRECTORS: Mgmt For For
CORPORATE LANGUAGE
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR
RESOLUTION NUMBERS 8.1 TO 8.6 AND 9. THANK
YOU
8.1 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS. THE BOARD OF DIRECTORS PROPOSES
RE-ELECTION OF THE FOLLOWING MEMBER: LARS
SOREN RASMUSSEN
8.2 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS. THE BOARD OF DIRECTORS PROPOSES
RE-ELECTION OF THE FOLLOWING MEMBER: NIELS
PETER LOUIS-HANSEN
8.3 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS. THE BOARD OF DIRECTORS PROPOSES
RE-ELECTION OF THE FOLLOWING MEMBER:
ANNETTE BRULS
8.4 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS. THE BOARD OF DIRECTORS PROPOSES
RE-ELECTION OF THE FOLLOWING MEMBER:
CARSTEN HELLMANN
8.5 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS. THE BOARD OF DIRECTORS PROPOSES
RE-ELECTION OF THE FOLLOWING MEMBER: JETTE
NYGAARD-ANDERSEN
8.6 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS. THE BOARD OF DIRECTORS PROPOSES
RE-ELECTION OF THE FOLLOWING MEMBER:
MARIANNE WIINHOLT
9 ELECTION OF AUDITORS: THE BOARD OF Mgmt For For
DIRECTORS PROPOSES RE-ELECTION OF
PRICEWATERHOUSECOOPERS STATSAUTORISERET
REVISIONSPARTNERSELSKAB AS THE COMPANY'S
AUDITORS
10 AUTHORISATION FOR THE CHAIRMAN OF THE Mgmt For For
ANNUAL GENERAL MEETING
11 ANY OTHER BUSINESS Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 09 NOV 2022: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 09 NOV 2022: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 09 NOV 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt Against Against
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt Against Against
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CREDICORP LTD. Agenda Number: 935772221
--------------------------------------------------------------------------------------------------------------------------
Security: G2519Y108
Meeting Type: Annual
Meeting Date: 27-Mar-2023
Ticker: BAP
ISIN: BMG2519Y1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a1 Election of Director: Antonio Abruna Puyol Mgmt For For
1a2 Election of Director: Nuria Alino Perez Mgmt For For
1a3 Election of Director: Maria Teresa Mgmt For For
Aranzabal Harreguy
1a4 Election of Director: Alexandre Gouvea Mgmt For For
1a5 Election of Director: Patricia Lizarraga Mgmt For For
Guthertz
1a6 Election of Director: Raimundo Morales Mgmt For For
Dasso
1a7 Election of Director: Leslie Pierce Mgmt For For
Diez-Canseco
1a8 Election of Director: Luis Romero Mgmt For For
Belismelis
1a9 Election of Director: Pedro Rubio Feijoo Mgmt For For
1b. Approval of Remuneration of Directors Mgmt For For
2. Appointment of the external auditors of Mgmt For For
Credicorp to perform such services for the
2023 financial year and delegation of the
power to set and approve fees for such
audit services to the Board of Directors
(for further delegation to the Audit
Committee thereof.) (See Appendix 3)
--------------------------------------------------------------------------------------------------------------------------
CSL LTD Agenda Number: 716055327
--------------------------------------------------------------------------------------------------------------------------
Security: Q3018U109
Meeting Type: AGM
Meeting Date: 12-Oct-2022
Ticker:
ISIN: AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 3 AND 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
2A TO RE-ELECT MS MARIE MCDONALD AS A DIRECTOR Mgmt For For
2B TO RE-ELECT DR MEGAN CLARK AC AS A DIRECTOR Mgmt For For
3 ADOPTION OF THE REMUNERATION REPORT Mgmt For For
4 APPROVAL OF A GRANT OF PERFORMANCE SHARE Mgmt For For
UNITS TO THE CHIEF EXECUTIVE OFFICER AND
MANAGING DIRECTOR, MR PAUL PERREAULT
--------------------------------------------------------------------------------------------------------------------------
CVS HEALTH CORPORATION Agenda Number: 935806375
--------------------------------------------------------------------------------------------------------------------------
Security: 126650100
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: CVS
ISIN: US1266501006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Fernando Aguirre Mgmt For For
1b. Election of Director: Jeffrey R. Balser, Mgmt For For
M.D., Ph.D.
1c. Election of Director: C. David Brown II Mgmt For For
1d. Election of Director: Alecia A. DeCoudreaux Mgmt For For
1e. Election of Director: Nancy-Ann M. DeParle Mgmt For For
1f. Election of Director: Roger N. Farah Mgmt For For
1g. Election of Director: Anne M. Finucane Mgmt For For
1h. Election of Director: Edward J. Ludwig Mgmt For For
1i. Election of Director: Karen S. Lynch Mgmt For For
1j. Election of Director: Jean-Pierre Millon Mgmt For For
1k. Election of Director: Mary L. Schapiro Mgmt For For
2. Ratification of the Appointment of Our Mgmt For For
Independent Registered Public Accounting
Firm for 2023
3. Say on Pay, a Proposal to Approve, on an Mgmt Against Against
Advisory Basis, the Company's Executive
Compensation
4. Proposal to Recommend, on an Advisory Mgmt 1 Year For
Basis, the Frequency of Advisory Votes on
Executive Compensation Votes
5. Stockholder Proposal Requesting Paid Sick Shr For Against
Leave for All Employees
6. Stockholder Proposal for Reducing our Shr Against For
Ownership Threshold to Request a Special
Stockholder Meeting
7. Stockholder Proposal Regarding "Fair Shr For Against
Elections" and Requiring Stockholder
Approval of Certain Types of By-law
Amendments
8. Stockholder Proposal Requesting a Report on Shr For Against
a "Worker Rights Assessment"
9. Stockholder Proposal to Prevent Company Shr Against For
Directors from Simultaneously Sitting on
the Boards of Directors of Any Other
Company
--------------------------------------------------------------------------------------------------------------------------
DARLING INGREDIENTS INC. Agenda Number: 935786915
--------------------------------------------------------------------------------------------------------------------------
Security: 237266101
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DAR
ISIN: US2372661015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Randall C. Stuewe Mgmt For For
1b. Election of Director: Charles Adair Mgmt For For
1c. Election of Director: Beth Albright Mgmt For For
1d. Election of Director: Larry A. Barden Mgmt For For
1e. Election of Director: Celeste A. Clark Mgmt For For
1f. Election of Director: Linda Goodspeed Mgmt For For
1g. Election of Director: Enderson Guimaraes Mgmt For For
1h. Election of Director: Gary W. Mize Mgmt For For
1i. Election of Director: Michael E. Rescoe Mgmt For For
1j. Election of Director: Kurt Stoffel Mgmt For For
2. Proposal to ratify the selection of KPMG Mgmt For For
LLP as the Company's independent registered
public accounting firm for the fiscal year
ending December 30, 2023.
3. Advisory vote to approve executive Mgmt For For
compensation.
4. Advisory vote to approve the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
DECHRA PHARMACEUTICALS PLC Agenda Number: 716100879
--------------------------------------------------------------------------------------------------------------------------
Security: G2769C145
Meeting Type: AGM
Meeting Date: 20-Oct-2022
Ticker:
ISIN: GB0009633180
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ACCOUNTS OF THE COMPANY FOR Mgmt For For
THE YEAR ENDED 30 JUNE 2022 TOGETHER WITH
THE STRATEGIC REPORT DIRECTORS REPORT AND
THE AUDITORS REPORT
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 30 JUNE 2022
3 TO DECLARE A FINAL DIVIDEND Mgmt For For
4 TO ELECT JOHN SHIPSEY Mgmt For For
5 TO RE-ELECT ALISON PLATT Mgmt For For
6 TO RE-ELECT IAN PAGE Mgmt For For
7 TO RE-ELECT ANTHONY GRIFFIN Mgmt For For
8 TO RE-ELECT PAUL SANDLAND Mgmt For For
9 TO RE-ELECT LISA BRIGHT Mgmt For For
10 TO RE-ELECT LAWSON MACARTNEY Mgmt For For
11 TO RE-ELECT ISHBEL MACPHERSON Mgmt For For
12 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
EXTERNAL AUDITOR OF THE COMPANY
13 TO AUTHORISE THE AUDIT COMMITTEE TO Mgmt For For
DETERMINE THE REMUNERATION OF THE
REMUNERATION OF THE EXTERNAL AUDITOR
14 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
TO SPECIFIC LIMITS
15 TO DISAPPLY THE PRE-EMPTION RIGHTS Mgmt For For
16 TO DISAPPLY ADDITIONAL PRE-EMPTION RIGHTS Mgmt For For
17 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
18 TO AUTHORISE THE COMPANY TO HOLD ANY Mgmt For For
GENERAL MEETING OTHER THAN AN ANNUAL
GENERAL MEETING OF THE COMPANY ON NOT LESS
THAN 14 CLEAR DAYS NOTICE
--------------------------------------------------------------------------------------------------------------------------
DEERE & COMPANY Agenda Number: 935755009
--------------------------------------------------------------------------------------------------------------------------
Security: 244199105
Meeting Type: Annual
Meeting Date: 22-Feb-2023
Ticker: DE
ISIN: US2441991054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Leanne G. Caret Mgmt For For
1b. Election of Director: Tamra A. Erwin Mgmt For For
1c. Election of Director: Alan C. Heuberger Mgmt For For
1d. Election of Director: Charles O. Holliday, Mgmt For For
Jr.
1e. Election of Director: Michael O. Johanns Mgmt For For
1f. Election of Director: Clayton M. Jones Mgmt For For
1g. Election of Director: John C. May Mgmt For For
1h. Election of Director: Gregory R. Page Mgmt For For
1i. Election of Director: Sherry M. Smith Mgmt For For
1j. Election of Director: Dmitri L. Stockton Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation("say-on-pay").
3. Advisory vote on the frequency of future Mgmt 1 Year For
say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Deere's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal regarding termination Shr For Against
pay.
--------------------------------------------------------------------------------------------------------------------------
ECOLAB INC. Agenda Number: 935783298
--------------------------------------------------------------------------------------------------------------------------
Security: 278865100
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: ECL
ISIN: US2788651006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Shari L. Ballard Mgmt For For
1b. Election of Director: Barbara J. Beck Mgmt For For
1c. Election of Director: Christophe Beck Mgmt For For
1d. Election of Director: Jeffrey M. Ettinger Mgmt For For
1e. Election of Director: Eric M. Green Mgmt For For
1f. Election of Director: Arthur J. Higgins Mgmt For For
1g. Election of Director: Michael Larson Mgmt For For
1h. Election of Director: David W. MacLennan Mgmt For For
1i. Election of Director: Tracy B. McKibben Mgmt For For
1j. Election of Director: Lionel L. Nowell III Mgmt For For
1k. Election of Director: Victoria J. Reich Mgmt For For
1l. Election of Director: Suzanne M. Vautrinot Mgmt For For
1m. Election of Director: John J. Zillmer Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Ecolab's
independent registered public accounting
firm for the current year ending December
31, 2023.
3. Approve the Ecolab Inc. 2023 Stock Mgmt For For
Incentive Plan.
4. Approve an Amendment to the Ecolab Inc. Mgmt For For
Stock Purchase Plan.
5. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers disclosed in the Proxy Statement.
6. Vote, on an advisory basis, on the Mgmt 1 Year For
frequency of future stockholder advisory
votes to approve named executive officer
compensation.
7. Vote on a stockholder proposal regarding an Shr For Against
independent board chair policy, if properly
presented.
--------------------------------------------------------------------------------------------------------------------------
EDWARDS LIFESCIENCES CORPORATION Agenda Number: 935792261
--------------------------------------------------------------------------------------------------------------------------
Security: 28176E108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: EW
ISIN: US28176E1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Kieran T. Gallahue Mgmt For For
1.2 Election of Director: Leslie S. Heisz Mgmt For For
1.3 Election of Director: Paul A. LaViolette Mgmt For For
1.4 Election of Director: Steven R. Loranger Mgmt For For
1.5 Election of Director: Martha H. Marsh Mgmt For For
1.6 Election of Director: Michael A. Mussallem Mgmt For For
1.7 Election of Director: Ramona Sequeira Mgmt For For
1.8 Election of Director: Nicholas J. Valeriani Mgmt For For
1.9 Election of Director: Bernard J. Zovighian Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Future Advisory Votes on Named Executive
Officer Compensation
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm
5. Approval of Amendment of the Certificate of Mgmt Against Against
Incorporation to Provide for Exculpation of
Officers
6. Stockholder Proposal regarding Independent Shr For Against
Board Chairman Policy
--------------------------------------------------------------------------------------------------------------------------
FERGUSON PLC Agenda Number: 935740161
--------------------------------------------------------------------------------------------------------------------------
Security: G3421J106
Meeting Type: Annual
Meeting Date: 30-Nov-2022
Ticker: FERG
ISIN: JE00BJVNSS43
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 To receive the Company's Annual Accounts Mgmt For For
and Auditors' report for the fiscal year
ended July 31, 2022.
O2 To declare a final dividend of $1.91 per Mgmt For For
ordinary share for the fiscal year ended
July 31, 2022.
O3a To re-elect Ms. Kelly Baker as a Director Mgmt For For
of the Company.
O3b To re-elect Mr. Bill Brundage as a Director Mgmt Against Against
of the Company.
O3c To re-elect Mr. Geoff Drabble as a Director Mgmt For For
of the Company.
O3d To re-elect Ms. Catherine Halligan as a Mgmt For For
Director of the Company.
O3e To re-elect Mr. Brian May as a Director of Mgmt For For
the Company.
O3f To re-elect Mr. Kevin Murphy as a Director Mgmt For For
of the Company.
O3g To re-elect Mr. Alan Murray as a Director Mgmt For For
of the Company.
O3h To re-elect Mr. Tom Schmitt as a Director Mgmt Against Against
of the Company.
O3i To re-elect Dr. Nadia Shouraboura as a Mgmt For For
Director of the Company.
O3j To re-elect Ms. Suzanne Wood as a Director Mgmt For For
of the Company.
O4 To reappoint Deloitte LLP as the Company's Mgmt For For
statutory auditor under Jersey law until
the conclusion of the next Annual General
Meeting of the Company.
O5 To authorize the Audit Committee on behalf Mgmt For For
of the Directors to agree the remuneration
of the Company's statutory auditor under
Jersey law.
O6 To authorize the Company to incur political Mgmt For For
expenditure and to make political
donations.
O7 To authorize the Company's Directors to Mgmt For For
allot equity securities.
O8 To approve the Ferguson Non-Employee Mgmt For For
Director Incentive Plan 2022.
S9 To authorize the Company's Directors to Mgmt For For
allot equity securities without the
application of pre-emption rights.
S10 To authorize the Company's Directors to Mgmt For For
allot equity securities without the
application of pre-emption rights for the
purposes of financing or refinancing an
acquisition or specified capital
investment.
S11 To authorize the Company to purchase its Mgmt For For
own ordinary shares.
S12 To adopt new articles of association of the Mgmt For For
Company.
--------------------------------------------------------------------------------------------------------------------------
FISHER & PAYKEL HEALTHCARE CORPORATION LTD Agenda Number: 715864624
--------------------------------------------------------------------------------------------------------------------------
Security: Q38992105
Meeting Type: AGM
Meeting Date: 24-Aug-2022
Ticker:
ISIN: NZFAPE0001S2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 7,8 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
1 TO RE-ELECT LEWIS GRADON AS A DIRECTOR Mgmt For For
2 TO RE-ELECT NEVILLE MITCHELL AS A DIRECTOR Mgmt For For
3 TO RE-ELECT DONAL O' DWYER AS A DIRECTOR Mgmt For For
4 TO ELECT LISA MCINTYRE AS A DIRECTOR Mgmt For For
5 TO ELECT CATHER SIMPSON AS A DIRECTOR Mgmt For For
6 TO AUTHORISE THE DIRECTORS TO FIX THE FEES Mgmt For For
AND EXPENSES OF THE AUDITOR
7 TO APPROVE THE ISSUE OF PERFORMANCE SHARE Mgmt For For
RIGHTS TO LEWIS GRADON
8 TO APPROVE THE ISSUE OF OPTIONS TO LEWIS Mgmt For For
GRADON
9 TO APPROVE THE 2022 EMPLOYEE STOCK PURCHASE Mgmt For For
PLAN
10 TO APPROVE THE 2022 PERFORMANCE SHARE Mgmt For For
RIGHTS PLAN - NORTH AMERICA
11 TO APPROVE THE 2022 PERFORMANCE SHARE Mgmt For For
OPTION PLAN - NORTH AMERICA
--------------------------------------------------------------------------------------------------------------------------
GILEAD SCIENCES, INC. Agenda Number: 935788438
--------------------------------------------------------------------------------------------------------------------------
Security: 375558103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GILD
ISIN: US3755581036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacqueline K. Barton, Mgmt For For
Ph.D.
1b. Election of Director: Jeffrey A. Bluestone, Mgmt For For
Ph.D.
1c. Election of Director: Sandra J. Horning, Mgmt For For
M.D.
1d. Election of Director: Kelly A. Kramer Mgmt For For
1e. Election of Director: Kevin E. Lofton Mgmt For For
1f. Election of Director: Harish Manwani Mgmt For For
1g. Election of Director: Daniel P. O'Day Mgmt For For
1h. Election of Director: Javier J. Rodriguez Mgmt For For
1i. Election of Director: Anthony Welters Mgmt For For
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers as presented in the Proxy
Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory stockholder
votes on executive compensation.
5. To approve an amendment and restatement of Mgmt For For
the Gilead Sciences, Inc. Employee Stock
Purchase Plan and the Gilead Sciences, Inc.
International Employee Stock Purchase Plan.
6. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board implement a process to
nominate at least one more candidate than
the number of directors to be elected.
7. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board amend the company
governing documents to give street name
shares and non-street name shares an equal
right to call a special stockholder
meeting.
8. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting a report on a process by which
the impact of extended patent exclusivities
on product access would be considered in
deciding whether to apply for secondary and
tertiary patents.
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO BANORTE SAB DE CV Agenda Number: 716326447
--------------------------------------------------------------------------------------------------------------------------
Security: P49501201
Meeting Type: EGM
Meeting Date: 29-Nov-2022
Ticker:
ISIN: MXP370711014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PROPOSAL, DISCUSSION AND, IF DEEMED Mgmt For For
APPROPRIATE, APPROVAL OF THE INCLUSION OF
BANCO BINEO, S.A., INSTITUCION DE BANCA
MULTIPLE, AS A SUBSIDIARY FINANCIAL ENTITY,
AND THE AMENDMENT, IF DEEMED APPROPRIATE,
OF ARTICLE 2 OF THE CORPORATE BYLAWS OF THE
COMPANY. FIRST. APPROVAL OF THE INCLUSION
OF BANCO BINEO, S.A., INSTITUCION DE BANCA
MULTIPLE, GRUPO FINANCIERO BANORTE, AS A
FINANCIAL ENTITY THAT IS PART OF GRUPO
FINANCIERO BANORTE, S.A.B. DE C.V
2 SECOND. APPROVAL OF THE AMENDMENT OF Mgmt For For
ARTICLE 2 OF THE CORPORATE BYLAWS OF THE
COMPANY, DUE TO THE INCLUSION OF BANCO
BINEO, S.A., INSTITUCION DE BANCA MULTIPLE,
GRUPO FINANCIERO BANORTE, AS A FINANCIAL
ENTITY THAT IS PART OF THE FINANCIAL GROUP
3 THIRD. THE RESOLUTIONS OF THE FIRST ITEM OF Mgmt For For
THE AGENDA ARE CONDITIONED ON THE
CORRESPONDING REGULATORY APPROVALS BEING
OBTAINED
4 PROPOSAL, DISCUSSION AND, IF DEEMED Mgmt For For
APPROPRIATE, APPROVAL OF THE AMENDMENT OF
THE UNIFIED COVENANT OF RESPONSIBILITIES OF
THE COMPANY AS A PARENT COMPANY. FOURTH. TO
APPROVE THE COMPANY SIGNING THE UNIFIED
COVENANT OF RESPONSIBILITIES WITH BANCO
BINEO, S.A., INSTITUCION DE BANCA MULTIPLE,
GRUPO FINANCIERO BANORTE, IN ORDER THAT THE
MENTIONED FINANCIAL ENTITY BECOMES PART OF
THE CONTRACTUAL RELATIONSHIP AND ASSUMES
THE RIGHTS AND OBLIGATIONS THAT, AS SUCH,
BELONG TO IT UNDER THE TERMS OF THE LAW FOR
THE REGULATION OF FINANCIAL GROUPINGS AND
FOR THE COMPANY TO ASSUME ITS CORRESPONDING
RIGHTS AND OBLIGATIONS AS A PARENT COMPANY
AND TO FILE THE MENTIONED UNIFIED COVENANT
OF RESPONSIBILITIES
5 FIFTH. THE RESOLUTIONS OF THE SECOND ITEM Mgmt For For
OF THE AGENDA ARE CONDITIONED ON THE
CORRESPONDING REGULATORY APPROVALS BEING
OBTAINED
6 DESIGNATION OF A DELEGATE OR DELEGATES TO Mgmt For For
FORMALIZE AND CARRY OUT, IF DEEMED
APPROPRIATE, THE RESOLUTIONS THAT ARE
PASSED BY THE GENERAL MEETING. SIXTH. TO
DESIGNATE DELEGATES TO PERFORM ALL OF THE
ACTS THAT MAY BE NECESSARY IN ORDER TO
CARRY OUT AND FORMALIZE THE RESOLUTIONS
THAT ARE PASSED AT THE GENERAL MEETING
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO BANORTE SAB DE CV Agenda Number: 716326423
--------------------------------------------------------------------------------------------------------------------------
Security: P49501201
Meeting Type: OGM
Meeting Date: 29-Nov-2022
Ticker:
ISIN: MXP370711014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DISCUSSION AND, IF DEEMED APPROPRIATE, Mgmt For For
APPROVAL OF A PROPOSAL FOR THE PAYMENT OF A
CASH DIVIDEND. FIRST. IT IS PROPOSED TO
DISTRIBUTE AMONG THE SHAREHOLDERS A
DIVIDEND IN THE AMOUNT OF MXN
16,759,016,371.63, OR MXN 5.812127155478170
FOR EACH SHARE IN CIRCULATION, AGAINST THE
DELIVERY OF COUPON 5, AND TO BE MADE DURING
THE MONTH OF DECEMBER 2022
2 SECOND. BY VIRTUE OF THE FOREGOING, IT IS Mgmt For For
PROPOSED THAT THE DIVIDEND BE PAID ON
DECEMBER 8, 2022, THROUGH S.D. INDEVAL,
INSTITUCION PARA EL DEPOSITO DE VALORES,
S.A. DE C.V., AFTER A NOTICE THAT IS
PUBLISHED BY THE SECRETARY OF THE BOARD OF
DIRECTORS IN ONE OF THE LARGE CIRCULATION
NEWSPAPERS IN THE CITY OF MONTEREY, NUEVO
LEON, AND BY MEANS OF THE ELECTRONIC SYSTEM
FOR THE TRANSMISSION AND RELEASE OF
INFORMATION, FROM HERE ONWARDS REFERRED TO
AS SEDI, OF THE MEXICAN STOCK EXCHANGE.
PROPOSAL, DISCUSSION AND, IF DEEMED
APPROPRIATE, APPROVAL TO INCREASE THE
MAXIMUM AMOUNT OF FUNDS THAT CAN BE
ALLOCATED FOR SHARE BUYBACKS, DURING THE
PERIOD THAT RUNS BETWEEN THE DATE OF THE
HOLDING OF THIS GENERAL MEETING AND THE
MONTH OF APRIL OF THE YEAR 2023
3 PROPOSAL, DISCUSSION AND, IF DEEMED Mgmt For For
APPROPRIATE, APPROVAL TO INCREASE THE
MAXIMUM AMOUNT OF FUNDS THAT CAN BE
ALLOCATED FOR SHARE BUYBACKS, DURING THE
PERIOD THAT RUNS BETWEEN THE DATE OF THE
HOLDING OF THIS GENERAL MEETING AND THE
MONTH OF APRIL OF THE YEAR 2023. THIRD. IT
IS PROPOSED TO INCREASE THE MAXIMUM AMOUNT
THAT IS ALLOCATED FOR SHARE BUYBACKS BY THE
COMPANY TO REACH THE QUANTITY OF
32,344,000,000.00, TO BE CHARGED AGAINST
SHAREHOLDER EQUITY, AND THAT THERE WILL BE
INCLUDED WITHIN THE SAME THOSE TRANSACTIONS
THAT ARE CARRIED OUT DURING THE PERIOD THAT
RUNS BETWEEN THE DATE OF THE HOLDING OF
THIS GENERAL MEETING AND THE MONTH OF APRIL
OF THE YEAR 2023, BEING SUBJECT TO THE
POLICY FOR THE BUYBACK AND PLACEMENT OF THE
SHARES OF THE COMPANY
4 DESIGNATION OF A DELEGATE OR DELEGATES TO Mgmt For For
FORMALIZE AND CARRY OUT, IF DEEMED
APPROPRIATE, THE RESOLUTIONS THAT ARE
PASSED BY THE GENERAL MEETING. FOURTH. TO
DESIGNATE DELEGATES TO PERFORM ALL OF THE
ACTS THAT MAY BE NECESSARY IN ORDER TO
CARRY OUT AND FORMALIZE THE RESOLUTIONS
THAT ARE PASSED AT THE GENERAL MEETING
--------------------------------------------------------------------------------------------------------------------------
INDUSTRIA DE DISENO TEXTIL S.A. Agenda Number: 715765941
--------------------------------------------------------------------------------------------------------------------------
Security: E6282J125
Meeting Type: OGM
Meeting Date: 12-Jul-2022
Ticker:
ISIN: ES0148396007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 REVIEW AND APPROVAL, IF APPROPRIATE, OF THE Mgmt For For
ANNUAL ACCOUNTS (BALANCE SHEET, INCOME
STATEMENT, STATEMENT OF CHANGES IN EQUITY,
STATEMENT OF CASH FLOWS AND NOTES TO THE
ACCOUNTS) AND THE DIRECTORS REPORT OF
INDUSTRIA DE DISENO TEXTIL, SOCIEDAD
ANONIMA, (INDITEX, S.A.) FOR FINANCIAL YEAR
ENDED 31 JANUARY 2022. DISCHARGE OF THE
BOARD OF DIRECTORS
2 REVIEW AND APPROVAL, IF APPROPRIATE, OF THE Mgmt For For
CONSOLIDATED ANNUAL ACCOUNTS (CONSOLIDATED
BALANCE SHEET, CONSOLIDATED INCOME
STATEMENT, CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME, CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY,
CONSOLIDATED STATEMENT OF CASH FLOWS AND
NOTES TO THE CONSOLIDATED ACCOUNTS) AND THE
CONSOLIDATED DIRECTORS REPORT OF INDITEX
GROUP FOR FINANCIAL YEAR ENDED 31 JANUARY
2022
3 REVIEW AND APPROVAL, IF APPROPRIATE, OF THE Mgmt For For
STATEMENT ON NON FINANCIAL INFORMATION FOR
2021
4 DISTRIBUTION OF THE YEARS INCOME OR LOSS Mgmt For For
AND DIVIDEND DISTRIBUTION
5.A RATIFICATION AND ELECTION OF MS MARTA Mgmt For For
ORTEGA PEREZ TO THE BOARD OF DIRECTORS AS
PROPRIETARY DIRECTOR
5.B RATIFICATION AND ELECTION OF MR OSCAR Mgmt For For
GARCIA MACEIRAS TO THE BOARD OF DIRECTORS
AS EXECUTIVE DIRECTOR
5.C RE ELECTION OF MS PILAR LOPEZ ALVAREZ TO Mgmt For For
THE BOARD OF DIRECTORS AS INDEPENDENT
DIRECTOR
5.D RE ELECTION OF MR RODRIGO ECHENIQUE Mgmt For For
GORDILLO TO THE BOARD OF DIRECTORS AS
INDEPENDENT DIRECTOR
6 APPOINTMENT OF ERNST AND YOUNG S.L. AS Mgmt For For
STATUTORY AUDITOR OF THE COMPANY AND ITS
GROUP FOR FY2022, FY2023 AND FY2024
7 APPROVAL OF THE NOVATION OF THE FORMER Mgmt For For
EXECUTIVE CHAIRMANS POST CONTRACTUAL NON
COMPETE AGREEMENT
8 AMENDMENT TO THE DIRECTORS REMUNERATION Mgmt For For
POLICY FOR FY2021, FY2022 AND FY2023
9 ADVISORY VOTE (SAY ON PAY) ON THE ANNUAL Mgmt For For
REPORT ON REMUNERATION OF DIRECTORS
10 GRANTING OF POWERS TO IMPLEMENT RESOLUTIONS Mgmt For For
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 13 JULY 2022 CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU'
11 RECEIVE AMENDMENTS TO BOARD OF DIRECTORS Non-Voting
REGULATIONS
CMMT 14 JUNE 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF RESOLUTION 11.
IF YOU HAVE ALREADY SENT IN YOUR VOTES.
PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
INFINEON TECHNOLOGIES AG Agenda Number: 716495824
--------------------------------------------------------------------------------------------------------------------------
Security: D35415104
Meeting Type: AGM
Meeting Date: 16-Feb-2023
Ticker:
ISIN: DE0006231004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 0.32 PER SHARE
3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER JOCHEN HANEBECK FOR FISCAL YEAR 2022
3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER CONSTANZE HUFENBECHER FOR FISCAL
YEAR 2022
3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER SVEN SCHNEIDER FOR FISCAL YEAR 2022
3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER ANDREAS URSCHITZ (FROM JUNE 1, 2022)
FOR FISCAL YEAR 2022
3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER RUTGER WIJBURG (FROM APRIL 1, 2022)
FOR FISCAL YEAR 2022
3.6 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER REINHARD PLOSS (UNTIL MARCH 31,
2022) FOR FISCAL YEAR 2022
3.7 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER HELMUT GASSEL (UNTIL MAY 31, 2022)
FOR FISCAL YEAR 2022
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER WOLFGANG EDER FOR FISCAL YEAR 2022
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER XIAOQUN CLEVER FOR FISCAL YEAR 2022
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER JOHANN DECHANT FOR FISCAL YEAR 2022
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER FRIEDRICH EICHINER FOR FISCAL YEAR
2022
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER ANNETTE ENGELFRIED FOR FISCAL YEAR
2022
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER PETER GRUBER FOR FISCAL YEAR 2022
4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER HANS-ULRICH HOLDENRIED FOR FISCAL
YEAR 2022
4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER SUSANNE LACHENMANN FOR FISCAL YEAR
2022
4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER GERALDINE PICAUD FOR FISCAL YEAR
2022
4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MANFRED PUFFER FOR FISCAL YEAR 2022
4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MELANIE RIEDL FOR FISCAL YEAR 2022
4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER JUERGEN SCHOLZ FOR FISCAL YEAR 2022
4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER ULRICH SPIESSHOFER FOR FISCAL YEAR
2022
4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MARGRET SUCKALE FOR FISCAL YEAR 2022
4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MIRCO SYNDE (FROM JUNE 1, 2023) FOR
FISCAL YEAR 2022
4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER DIANA VITALE FOR FISCAL YEAR 2022
4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER KERSTIN SCHULZENDORF (UNTIL MAY 31,
2022) FOR FISCAL YEAR 2022
5 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR Mgmt For For
2023 AND FOR THE REVIEW OF INTERIM
FINANCIAL REPORTS FOR THE FIRST HALF OF
FISCAL YEAR 2023
6.1 ELECT HERBERT DIESS TO THE SUPERVISORY Mgmt For For
BOARD
6.2 ELECT KLAUS HELMRICH TO THE SUPERVISORY Mgmt For For
BOARD
7 AUTHORIZE SHARE REPURCHASE PROGRAM AND Mgmt For For
REISSUANCE OR CANCELLATION OF REPURCHASED
SHARES
8 AUTHORIZE USE OF FINANCIAL DERIVATIVES WHEN Mgmt For For
REPURCHASING SHARES
9.1 AMEND ARTICLES RE: AGM LOCATION Mgmt For For
9.2 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2028
9.3 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE ANNUAL
GENERAL MEETING BY MEANS OF AUDIO AND VIDEO
TRANSMISSION
10 APPROVE REMUNERATION POLICY Mgmt For For
11 APPROVE REMUNERATION REPORT Mgmt For For
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON
9TH JULY 2015 AND THE OVER-RULING OF THE
DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH
JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN
REGISTERED SHARES. AS A RESULT, IT IS NOW
THE RESPONSIBILITY OF THE END-INVESTOR
(I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL
BENEFICIARY VOTING RIGHTS THEREFORE THE
CUSTODIAN BANK / AGENT IN THE MARKET WILL
BE SENDING THE VOTING DIRECTLY TO MARKET
AND IT IS THE END INVESTORS RESPONSIBILITY
TO ENSURE THE REGISTRATION ELEMENT IS
COMPLETE WITH THE ISSUER DIRECTLY, SHOULD
THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE
CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting
ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL
BE UPDATED AS SOON AS BROADRIDGE RECEIVES
CONFIRMATION FROM THE SUB CUSTODIANS
REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT
SERVICES REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting
CAN BE FOUND DIRECTLY ON THE ISSUER'S
WEBSITE (PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU WISH TO
ACT ON THESE ITEMS, YOU WILL NEED TO
REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES DIRECTLY AT THE COMPANY'S MEETING.
COUNTER PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 11 JAN 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 11 JAN 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 11 JAN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
INTERCONTINENTAL EXCHANGE, INC. Agenda Number: 935812621
--------------------------------------------------------------------------------------------------------------------------
Security: 45866F104
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: ICE
ISIN: US45866F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for terms expiring in Mgmt For For
2024: Hon. Sharon Y. Bowen
1b. Election of Director for terms expiring in Mgmt For For
2024: Shantella E. Cooper
1c. Election of Director for terms expiring in Mgmt For For
2024: Duriya M. Farooqui
1d. Election of Director for terms expiring in Mgmt For For
2024: The Rt. Hon. the Lord Hague of
Richmond
1e. Election of Director for terms expiring in Mgmt For For
2024: Mark F. Mulhern
1f. Election of Director for terms expiring in Mgmt For For
2024: Thomas E. Noonan
1g. Election of Director for terms expiring in Mgmt For For
2024: Caroline L. Silver
1h. Election of Director for terms expiring in Mgmt For For
2024: Jeffrey C. Sprecher
1i. Election of Director for terms expiring in Mgmt For For
2024: Judith A. Sprieser
1j. Election of Director for terms expiring in Mgmt For For
2024: Martha A. Tirinnanzi
2. To approve, by non-binding vote, the Mgmt For For
advisory resolution on executive
compensation for named executive officers.
3. To approve, by non-binding vote, the Mgmt 1 Year For
advisory resolution to approve the
frequency of future advisory votes on
executive compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
5. A stockholder proposal regarding special Shr Against For
stockholder meeting improvement, if
properly presented at the Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE AHOLD DELHAIZE N.V. Agenda Number: 716732335
--------------------------------------------------------------------------------------------------------------------------
Security: N0074E105
Meeting Type: AGM
Meeting Date: 12-Apr-2023
Ticker:
ISIN: NL0011794037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. REPORT OF THE MANAGEMENT BOARD FOR THE Non-Voting
FINANCIAL YEAR 2022
3. EXPLANATION OF POLICY ON ADDITIONS TO Non-Voting
RESERVES AND DIVIDENDS
4. PROPOSAL TO ADOPT THE 2022 FINANCIAL Mgmt For For
STATEMENTS
5. PROPOSAL TO DETERMINE THE DIVIDEND OVER Mgmt For For
FINANCIAL YEAR 2022
6. REMUNERATION REPORT Mgmt For For
7. PROPOSAL FOR DISCHARGE OF LIABILITIES OF Mgmt For For
THE MEMBERS OF THE MANAGEMENT BOARD
8. PROPOSAL FOR DISCHARGE OF LIABILITIES OF Mgmt For For
THE MEMBERS OF THE SUPERVISORY BOARD
9. PROPOSAL TO REAPPOINT MR. PETER AGNEFJAELL Mgmt For For
AS MEMBER OF THE SUPERVISORY BOARD
10. PROPOSAL TO REAPPOINT MR. BILL MCEWAN AS Mgmt For For
MEMBER OF THE SUPERVISORY BOARD
11. PROPOSAL TO REAPPOINT MS. KATIE DOYLE AS Mgmt For For
MEMBER OF THE SUPERVISORY BOARD
12. PROPOSAL TO APPOINT MS. JULIA VANDER PLOEG Mgmt For For
AS NEW MEMBER OF THE SUPERVISORY BOARD
13. PROPOSAL TO REAPPOINT MR. FRANS MULLER AS Mgmt For For
MEMBER OF THE MANAGEMENT BOARD
14. PROPOSAL TO APPOINT MR. JJ FLEEMAN AS NEW Mgmt For For
MEMBER OF THE MANAGEMENT BOARD
15. PROPOSAL TO REAPPOINT KPMG ACCOUNTANTS N.V. Mgmt For For
AS EXTERNAL AUDITOR FOR FINANCIAL YEAR 2024
16. AUTHORIZATION TO ISSUE SHARES Mgmt For For
17. AUTHORIZATION TO RESTRICT OR EXCLUDE Mgmt For For
PRE-EMPTIVE RIGHTS
18. AUTHORIZATION TO ACQUIRE COMMON SHARES Mgmt For For
19. CANCELLATION OF SHARES Mgmt For For
20. CLOSING (INCLUDING Q&A) Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE DSM NV Agenda Number: 716380453
--------------------------------------------------------------------------------------------------------------------------
Security: N5017D122
Meeting Type: EGM
Meeting Date: 23-Jan-2023
Ticker:
ISIN: NL0000009827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1. OPENING Non-Voting
2. PRESENTATION ON THE TRANSACTION Non-Voting
3. APPROVAL OF THE TRANSACTION, WHICH Mgmt For For
ENCOMPASSES THE FOLLOWING COMPONENTS: (A)
APPROVAL OF THE TRANSACTION IN ACCORDANCE
WITH SECTION 2:107A OF THE DCC; (B) SUBJECT
TO THE EXCHANGE OFFER HAVING BEEN DECLARED
UNCONDITIONAL AND EFFECTIVE UPON THE
DELISTING OF THE DSM ORDINARY SHARES FROM
EURONEXT AMSTERDAM, THE CONVERSION OF DSM
FROM A DUTCH PUBLIC LIMITED LIABILITY
COMPANY (NAAMLOZE VENNOOTSCHAP) INTO A
DUTCH PRIVATE LIMITED LIABILITY COMPANY
(BESLOTEN VENNOOTSCHAP MET BEPERKTE
AANSPRAKELIJKHEID) AND RELATED AMENDMENT TO
THE ARTICLES; (C) CONDITIONAL STATUTORY
TRIANGULAR MERGER IN ACCORDANCE WITH
SECTION 2:309 ET SEQ AND 2:333A OF THE DCC;
AND (D) AUTHORIZATION OF THE MANAGING BOARD
TO HAVE DSM REPURCHASE THE DSM PREFERENCE
SHARES A AND CONDITIONAL CANCELLATION OF
THE DSM PREFERENCE SHARES A
4. CONDITIONAL DISCHARGE AND RELEASE FROM Mgmt For For
LIABILITY OF THE MEMBERS OF THE MANAGING
BOARD
5. CONDITIONAL DISCHARGE AND RELEASE FROM Mgmt For For
LIABILITY OF THE MEMBERS OF THE SUPERVISORY
BOARD
6. CLOSING Non-Voting
CMMT 23 NOV 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
LEVI STRAUSS & CO Agenda Number: 935773348
--------------------------------------------------------------------------------------------------------------------------
Security: 52736R102
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: LEVI
ISIN: US52736R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: Jill Beraud Mgmt For For
1b. Election of Class I Director: Spencer C. Mgmt For For
Fleischer
1c. Election of Class I Director: Christopher Mgmt For For
J. McCormick
1d. Election of Class I Director: Elliott Mgmt For For
Rodgers
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 715888422
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: AGM
Meeting Date: 25-Jul-2022
Ticker:
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 764026 DUE TO RECEIVED
RESOLUTION 6 AS A SHAREHOLDER PROPOSAL. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED IF VOTE DEADLINE EXTENSIONS
ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON
THIS MEETING NOTICE ON THE NEW JOB. IF
HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT
GRANTED IN THE MARKET, THIS MEETING WILL BE
CLOSED AND YOUR VOTE INTENTIONS ON THE
ORIGINAL MEETING WILL BE APPLICABLE. PLEASE
ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF
ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK
YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1.A ELECTION OF DIRECTOR: STEPHEN F. ANGEL Mgmt For For
1.B ELECTION OF DIRECTOR: SANJIV LAMBA Mgmt For For
1.C ELECTION OF DIRECTOR: PROF. DDR_ Mgmt For For
ANN-KRISTIN ACHLEITNER
1.D ELECTION OF DIRECTOR: DR. THOMAS ENDERS Mgmt For For
1.E ELECTION OF DIRECTOR: EDWARD G. GALANTE Mgmt For For
1.F ELECTION OF DIRECTOR: JOE KAESER Mgmt For For
1.G ELECTION OF DIRECTOR: DR. VICTORIA OSSADNIK Mgmt For For
1.H ELECTION OF DIRECTOR: PROF. DR. MARTIN H. Mgmt For For
RICHENHAGEN
1.I ELECTION OF DIRECTOR: ALBERTO WEISSER Mgmt For For
1.J ELECTION OF DIRECTOR: ROBERT L. WOOD Mgmt For For
2.A TO RATIFY, ON AN ADVISORY AND NON-BINDING Mgmt For For
BASIS, THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS ("PWC")AS THE
INDEPENDENT AUDITOR
2.B TO AUTHORIZE THE BOARD, ACTING THROUGH Mgmt For For
AUDIT COMMITTEE, DETERMINE PWC'S
REMUNERATION
3 TO APPROVE, ON AN ADVISORY AND BASIS, Mgmt Against Against
COMPENSATION OF LINDE PLC'S NAMED EXECUTIVE
OFFICERS, AS DISCLOSED IN THE 2022 PROXY
STATEMENT
4 TO APROVE, ON AN ADVISORY AND NON-BINDING Mgmt Against Against
BASIS, THE DIRECTORS' REMUNERATION REPORT
(EXCLUDING THE DIRECTORS' REMUNERATON
POLICY) AS SET FORTH IN THE COMPANY'S IFRS
ANNUAL REPORT FOR THE FINANCIAL YEAR ENDED
DECEMBER 31, 2021, AS REQUIRED UNDER IRISH
LAW
5 TO DETERMINE THE PRICE RANGE AT WHICH LINDE Mgmt For For
PLC CAN RE-ALLOT SHARES THAT IT ACQUIRES AS
TREASURY SHARES UNDER IRISH LAW
6 PLEASE NOTE THAT THIS IS A SHAREHOLDER Shr Against For
PROPOSAL: TO CONSIDER AND VOTE ON A
SHAREHOLDER PROPOSAL REGARDING
SUPERMAJORITY VOTING REQUIREMENTS IN
LINDE'S IRISH CONSITUTION
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 716441833
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: CRT
Meeting Date: 18-Jan-2023
Ticker:
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 THAT THE SCHEME IN ITS ORIGINAL FORM OR Mgmt For For
WITH OR SUBJECT TO ANY MODIFICATION(S),
ADDITION(S) OR CONDITION(S) APPROVED OR
IMPOSED BY THE IRISH HIGH COURT
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 716446352
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: EGM
Meeting Date: 18-Jan-2023
Ticker:
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 832452 DUE TO CHANGE IN RECORD
DATE FROM 08 DEC 2022 TO 16 JAN 2023. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 APPROVE SCHEME OF ARRANGEMENT Mgmt For For
2 AMEND ARTICLES OF ASSOCIATION Mgmt For For
3 APPROVE COMMON DRAFT TERMS OF MERGER Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LKQ CORPORATION Agenda Number: 935790433
--------------------------------------------------------------------------------------------------------------------------
Security: 501889208
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: LKQ
ISIN: US5018892084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Patrick Berard Mgmt For For
1b. Election of Director: Meg A. Divitto Mgmt For For
1c. Election of Director: Joseph M. Holsten Mgmt For For
1d. Election of Director: Blythe J. McGarvie Mgmt For For
1e. Election of Director: John W. Mendel Mgmt For For
1f. Election of Director: Jody G. Miller Mgmt For For
1g. Election of Director: Guhan Subramanian Mgmt For For
1h. Election of Director: Xavier Urbain Mgmt For For
1i. Election of Director: Dominick Zarcone Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for our fiscal year
ending December 31, 2023.
3. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
4. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MCCORMICK & COMPANY, INCORPORATED Agenda Number: 935760339
--------------------------------------------------------------------------------------------------------------------------
Security: 579780206
Meeting Type: Annual
Meeting Date: 29-Mar-2023
Ticker: MKC
ISIN: US5797802064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. YOU ARE CORDIALLY INVITED TO ATTEND THE Mgmt Abstain
ANNUAL MEETING OF STOCKHOLDERS OF MCCORMICK
& COMPANY, INCORPORATED (THE "COMPANY") TO
BE HELD VIA A VIRTUAL SHAREHOLDER MEETING
ON WEDNESDAY, MARCH 29, 2023 AT 10:00 AM
EASTERN TIME. PLEASE USE THE FOLLOWING URL
TO ACCESS THE MEETING
(WWW.VIRTUALSHAREHOLDERMEETING.COM/MKC2023)
.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr For Against
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr For Against
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr For Against
Transparency
--------------------------------------------------------------------------------------------------------------------------
MILLERKNOLL, INC. Agenda Number: 935703769
--------------------------------------------------------------------------------------------------------------------------
Security: 600544100
Meeting Type: Annual
Meeting Date: 17-Oct-2022
Ticker: MLKN
ISIN: US6005441000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lisa A. Kro Mgmt For For
Michael C. Smith Mgmt For For
Michael A. Volkema Mgmt For For
2. Proposal to ratify the appointment of KPMG Mgmt For For
LLP as our independent registered public
accounting firm.
3. Proposal to approve, on an advisory basis, Mgmt For For
the compensation paid to the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
MSCI INC. Agenda Number: 935774554
--------------------------------------------------------------------------------------------------------------------------
Security: 55354G100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: MSCI
ISIN: US55354G1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Henry A. Fernandez Mgmt For For
1b. Election of Director: Robert G. Ashe Mgmt For For
1c. Election of Director: Wayne Edmunds Mgmt For For
1d. Election of Director: Catherine R. Kinney Mgmt For For
1e. Election of Director: Robin Matlock Mgmt For For
1f. Election of Director: Jacques P. Perold Mgmt For For
1g. Election of Director: C.D. Baer Pettit Mgmt For For
1h. Election of Director: Sandy C. Rattray Mgmt For For
1i. Election of Director: Linda H. Riefler Mgmt For For
1j. Election of Director: Marcus L. Smith Mgmt For For
1k. Election of Director: Rajat Taneja Mgmt For For
1l. Election of Director: Paula Volent Mgmt For For
2. To approve, by non-binding vote, our Mgmt For For
executive compensation, as described in
these proxy materials.
3. To recommend, by non-binding vote, the Mgmt 1 Year For
frequency of future advisory votes to
approve executive compensation.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditor.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NOVO NORDISK A/S Agenda Number: 716709843
--------------------------------------------------------------------------------------------------------------------------
Security: K72807132
Meeting Type: AGM
Meeting Date: 23-Mar-2023
Ticker:
ISIN: DK0060534915
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR
RESOLUTIONS 6.1, 6.2, 6.3.A TO 6.3.F AND
7.1. THANK YOU.
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH MARKET
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 THE BOARD OF DIRECTORS' ORAL REPORT ON THE Non-Voting
COMPANY'S ACTIVITIES IN THE PAST FINANCIAL
YEAR
2 PRESENTATION AND ADOPTION OF THE AUDITED Mgmt For For
ANNUAL REPORT 2022
3 RESOLUTION TO DISTRIBUTE THE PROFIT Mgmt For For
ACCORDING TO THE ADOPTED ANNUAL REPORT 2022
4 PRESENTATION OF AND ADVISORY VOTE ON THE Mgmt For For
REMUNERATION REPORT 2022
5.1 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF DIRECTORS: APPROVAL OF THE REMUNERATION
OF THE BOARD OF DIRECTORS FOR 2022
5.2 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF DIRECTORS: APPROVAL OF THE REMUNERATION
LEVEL OF THE BOARD OF DIRECTORS FOR 2023
5.3 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF DIRECTORS: AMENDMENT TO THE REMUNERATION
POLICY
6.1 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS: ELECTION OF HELGE LUND AS CHAIR
6.2 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS: ELECTION OF HENRIK POULSEN AS
VICE CHAIR
6.3.A ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: LAURENCE DEBROUX
6.3.B ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: ANDREAS FIBIG
6.3.C ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: SYLVIE GREGOIRE
6.3.D ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: KASIM KUTAY
6.3.E ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: CHRISTINA LAW
6.3.F ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: MARTIN MACKAY
7.1 APPOINTMENT OF AUDITOR: APPOINTMENT OF Mgmt For For
DELOITTE STATSAUTORISERET
REVISIONSPARTNERSELSKAB
8.1 PROPOSALS FROM THE BOARD OF DIRECTORS Mgmt For For
AND/OR SHAREHOLDERS: REDUCTION OF THE
COMPANY'S B SHARE CAPITAL BY NOMINALLY DKK
5,000,000 BY CANCELLATION OF B SHARES
8.2 PROPOSALS FROM THE BOARD OF DIRECTORS Mgmt For For
AND/OR SHAREHOLDERS: AUTHORISATION TO THE
BOARD OF DIRECTORS TO ALLOW THE COMPANY TO
REPURCHASE OWN SHARES
8.3 PROPOSALS FROM THE BOARD OF DIRECTORS Mgmt For For
AND/OR SHAREHOLDERS: AUTHORISATION TO THE
BOARD OF DIRECTORS TO INCREASE THE
COMPANY'S SHARE CAPITAL
8.4 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: PROPOSALS FROM THE
BOARD OF DIRECTORS AND/OR SHAREHOLDERS:
PROPOSAL FROM THE SHAREHOLDER KRITISKE
AKTIONAERER ON PRODUCT PRICING
9 ANY OTHER BUSINESS Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
--------------------------------------------------------------------------------------------------------------------------
NOVOZYMES A/S Agenda Number: 716640621
--------------------------------------------------------------------------------------------------------------------------
Security: K7317J133
Meeting Type: AGM
Meeting Date: 02-Mar-2023
Ticker:
ISIN: DK0060336014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED.
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH
MARKET.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 RECEIVE REPORT OF BOARD Non-Voting
2 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF DKK 6 PER SHARE
4 APPROVE REMUNERATION REPORT Mgmt For For
5 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AMOUNT OF DKK 1.6 MILLION FOR CHAIRMAN, DKK
1.07 MILLION FOR VICE CHAIRMAN AND DKK
535,000 FOR OTHER DIRECTORS; APPROVE
REMUNERATION FOR COMMITTEE WORK
6 REELECT CORNELIS DE JONG (CHAIR) AS Mgmt For For
DIRECTOR
7 REELECT KIM STRATTON (VICE CHAIR) AS Mgmt For For
DIRECTOR
8.A REELECT HEINE DALSGAARD AS DIRECTOR Mgmt For For
8.B ELECT SHARON JAMES AS DIRECTOR Mgmt For For
8.C REELECT KASIM KUTAY AS DIRECTOR Mgmt For For
8.D REELECT MORTEN OTTO ALEXANDER SOMMER AS Mgmt For For
DIRECTOR
9 RATIFY PRICEWATERHOUSECOOPERS AS AUDITORS Mgmt For For
10.A APPROVE CREATION OF DKK 56.2 MILLION POOL Mgmt For For
OF CAPITAL IN B SHARES WITHOUT PREEMPTIVE
RIGHTS; DKK 56.2 MILLION POOL OF CAPITAL
WITH PREEMPTIVE RIGHTS; AND POOL OF CAPITAL
IN WARRANTS WITHOUT PREEMPTIVE RIGHTS
10.B AUTHORIZE SHARE REPURCHASE PROGRAM Mgmt For For
10.C AUTHORIZE BOARD TO DECIDE ON THE Mgmt For For
DISTRIBUTION OF EXTRAORDINARY DIVIDENDS
10.D APPROVE GUIDELINES FOR INCENTIVE-BASED Mgmt For For
COMPENSATION FOR EXECUTIVE MANAGEMENT AND
BOARD
10.E AMEND REMUNERATION POLICY Mgmt For For
10.F AUTHORIZE EDITORIAL CHANGES TO ADOPTED Mgmt For For
RESOLUTIONS IN CONNECTION WITH REGISTRATION
WITH DANISH AUTHORITIES
11 OTHER BUSINESS Non-Voting
CMMT 08 FEB 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 08 FEB 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 08 FEB 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 08 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NOVOZYMES A/S Agenda Number: 716757806
--------------------------------------------------------------------------------------------------------------------------
Security: K7317J133
Meeting Type: EGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: DK0060336014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH MARKET
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 ADOPTION OF THE IMPLEMENTATION OF A Mgmt Against Against
STATUTORY MERGER OF NOVOZYMES AND CHR.
HANSEN HOLDING A/S IN ACCORDANCE WITH THE
MERGER PLAN OF 12 DECEMBER 2022
2 AMENDMENT OF ARTICLE 12.2 OF THE ARTICLES Mgmt Against Against
OF ASSOCIATION REGARDING THE COMPOSITION OF
THE BOARD OF DIRECTORS (INCREASE THE
MAXIMUM NUMBER OF MEMBERS OF THE BOARD OF
DIRECTORS ELECTED BY THE SHAREHOLDERS'
MEETING FROM EIGHT TO TEN)
3.A INDEMNIFICATION OF MANAGEMENT ETC. IN Mgmt Against Against
CONNECTION WITH THE MERGER OF NOVOZYMES AND
CHR. HANSEN HOLDING A/S: APPROVAL OF
INDEMNIFICATION OF MANAGEMENT ETC
3.B INDEMNIFICATION OF MANAGEMENT ETC. IN Mgmt Against Against
CONNECTION WITH THE MERGER OF NOVOZYMES AND
CHR. HANSEN HOLDING A/S: ADOPTION OF THE
INDEMNIFICATION OF MANAGEMENT (IN THE FORM
PRESENTED UNDER THE AGENDA ITEM 3A)) AS A
NEW ARTICLE 14A IN THE ARTICLES OF
ASSOCIATION
3.C INDEMNIFICATION OF MANAGEMENT ETC. IN Mgmt Against Against
CONNECTION WITH THE MERGER OF NOVOZYMES AND
CHR. HANSEN HOLDING A/S: AMENDMENT OF THE
REMUNERATION POLICY IN ACCORDANCE WITH THE
INDEMNIFICATION OF MANAGEMENT ETC.
(PROPOSED FOR UNDER THE AGENDA ITEM 3A))
4 AUTHORIZATION TO PLESNER Mgmt For For
ADVOKATPARTNERSELSKAB TO REGISTER THE
ADOPTED PROPOSALS
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
CMMT 09 MAR 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 09 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ORSTED Agenda Number: 716674141
--------------------------------------------------------------------------------------------------------------------------
Security: K7653Q105
Meeting Type: AGM
Meeting Date: 07-Mar-2023
Ticker:
ISIN: DK0060094928
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED.
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH
MARKET.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 REPORT BY THE BOARD OF DIRECTORS Non-Voting
2 PRESENTATION OF THE AUDITED ANNUAL REPORT Mgmt For For
FOR APPROVAL
3 PRESENTATION OF THE REMUNERATION REPORT FOR Mgmt For For
AN ADVISORY VOTE
4 PROPOSAL TO DISCHARGE THE BOARD OF Mgmt For For
DIRECTORS AND THE EXECUTIVE BOARD FROM
THEIR LIABILITIES
5 PROPOSAL FOR THE APPROPRIATION OF THE Mgmt For For
PROFIT ACCORDING TO THE APPROVED ANNUAL
REPORT
6.1 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING: ELECTION
OF EIGHT MEMBERS OF THE BOARD OF DIRECTORS
6.2 ELECTION OF MEMBERS TO THE BOARD OF Non-Voting
DIRECTORS BY THE GENERAL MEETING: ELECTION
OF THE CHAIR
6.2.1 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING:
RE-ELECTION OF THOMAS THUNE ANDERSEN AS
CHAIR OF THE BOARD OF DIRECTORS
6.3 ELECTION OF MEMBERS TO THE BOARD OF Non-Voting
DIRECTORS BY THE GENERAL MEETING: ELECTION
OF THE DEPUTY CHAIR
6.3.1 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING:
RE-ELECTION OF LENE SKOLE AS DEPUTY CHAIR
OF THE BOARD OF DIRECTORS
6.4 ELECTION OF MEMBERS TO THE BOARD OF Non-Voting
DIRECTORS BY THE GENERAL MEETING: ELECTION
OF THE OTHER MEMBERS OF THE BOARD OF
DIRECTORS
6.4.1 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING:
RE-ELECTION OF JOERGEN KILDAHL AS MEMBER OF
THE BOARD OF DIRECTORS
6.4.2 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING:
RE-ELECTION OF PETER KORSHOLM AS MEMBER OF
THE BOARD OF DIRECTORS
6.4.3 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING:
RE-ELECTION OF DIETER WEMMER AS MEMBER OF
THE BOARD OF DIRECTORS
6.4.4 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING:
RE-ELECTION OF JULIA KING AS MEMBER OF THE
BOARD OF DIRECTORS
6.4.5 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING: ELECTION
OF ANNICA BRESKY AS NEW MEMBER OF THE BOARD
OF DIRECTORS
6.4.6 ELECTION OF MEMBERS TO THE BOARD OF Mgmt For For
DIRECTORS BY THE GENERAL MEETING: ELECTION
OF ANDREW BROWN AS NEW MEMBER OF THE BOARD
OF DIRECTORS
7 DETERMINATION OF THE REMUNERATION PAYABLE Mgmt For For
TO THE BOARD OF DIRECTORS FOR THE FINANCIAL
YEAR 2023
8 RE-ELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
STATSAUTORISERET REVISIONSPARTNERSELSKAB AS
AUDITOR
9 GRANT OF AUTHORISATION Mgmt For For
10 ANY OTHER BUSINESS Non-Voting
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR
RESOLUTION NUMBERS 6.1 TO 6.4.6 AND 8.
THANK YOU.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE. THANK YOU
CMMT 13 FEB 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 13 FEB 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 13 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
POWER GRID CORP OF INDIA LTD Agenda Number: 715967622
--------------------------------------------------------------------------------------------------------------------------
Security: Y7028N105
Meeting Type: AGM
Meeting Date: 29-Aug-2022
Ticker:
ISIN: INE752E01010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS INCLUDING CONSOLIDATED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
FINANCIAL YEAR ENDED 31ST MARCH, 2022,
TOGETHER WITH THE BOARD'S REPORT, THE
AUDITORS' REPORT THEREON AND COMMENTS OF
THE COMPTROLLER AND AUDITOR GENERAL OF
INDIA
2 TO TAKE NOTE OF PAYMENT OF 1ST AND 2ND Mgmt For For
INTERIM DIVIDEND AND DECLARE FINAL DIVIDEND
FOR THE FINANCIAL YEAR 2021-22
3 TO APPOINT A DIRECTOR IN PLACE OF SHRI Mgmt For For
ABHAY CHOUDHARY (DIN:07388432), WHO RETIRES
BY ROTATION AND BEING ELIGIBLE, OFFERS
HIMSELF FOR RE-APPOINTMENT
4 TO APPOINT A DIRECTOR IN PLACE OF DR. VINOD Mgmt For For
KUMAR SINGH (DIN: 08679313), WHO RETIRES BY
ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF
FOR RE-APPOINTMENT
5 TO AUTHORIZE THE BOARD OF DIRECTORS OF THE Mgmt For For
COMPANY TO FIX THE REMUNERATION OF THE
STATUTORY AUDITORS FOR THE FINANCIAL YEAR
2022-23
6 TO APPROVE THE APPOINTMENT OF SHRI CHETAN Mgmt For For
BANSILAL KANKARIYA (DIN:09402860) AS AN
INDEPENDENT DIRECTOR
7 TO APPROVE THE APPOINTMENT OF SHRI Mgmt For For
ONKARAPPA K N (DIN:09403906) AS AN
INDEPENDENT DIRECTOR
8 TO APPROVE THE APPOINTMENT OF SHRI RAM Mgmt For For
NARESH TIWARI (DIN: 09405377) AS AN
INDEPENDENT DIRECTOR
9 TO APPROVE APPOINTMENT OF SHRI DILIP NIGAM Mgmt For For
(DIN: 02990661) AS A GOVERNMENT NOMINEE
DIRECTOR
10 TO APPROVE APPOINTMENT OF SHRI RAGHURAJ Mgmt For For
MADHAV RAJENDRAN (DIN: 07772370) AS A
GOVERNMENT NOMINEE DIRECTOR
11 RATIFICATION OF REMUNERATION OF THE COST Mgmt For For
AUDITORS FOR THE FINANCIAL YEAR 2022-23
12 TO RAISE FUNDS UP TO INR 6,000 CRORE, FROM Mgmt For For
DOMESTIC MARKET THROUGH ISSUE OF SECURED /
UNSECURED, NON-CONVERTIBLE,
NONCUMULATIVE/CUMULATIVE, REDEEMABLE,
TAXABLE / TAX-FREE DEBENTURES/BONDS UNDER
PRIVATE PLACEMENT DURING THE FINANCIAL YEAR
2023-24 IN UP TO TWENTY TRANCHES/OFFERS
--------------------------------------------------------------------------------------------------------------------------
POWER GRID CORP OF INDIA LTD Agenda Number: 716163011
--------------------------------------------------------------------------------------------------------------------------
Security: Y7028N105
Meeting Type: EGM
Meeting Date: 03-Nov-2022
Ticker:
ISIN: INE752E01010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPOINTMENT OF SHRI RAVINDRA KUMAR TYAGI Mgmt For For
(DIN: 09632316) AS DIRECTOR (OPERATIONS)
(WHOLE TIME DIRECTOR)
2 APPOINTMENT OF SHRI G. RAVISANKAR (DIN: Mgmt For For
08816101) AS DIRECTOR (FINANCE) (WHOLE TIME
DIRECTOR)
3 APPOINTMENT OF SHRI MOHAMMAD AFZAL (DIN: Mgmt For For
09762315) AS GOVERNMENT NOMINEE DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935699554
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Special
Meeting Date: 28-Sep-2022
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the "Prologis common stock Mgmt For For
issuance proposal" (as defined in the Proxy
Statement), which involves the issuance of
common stock of Prologis, Inc. in
connection with the merger of Duke Realty
Corporation with and into Compton Merger
Sub LLC, pursuant to which each outstanding
share of Duke Realty Corporation common
stock will be converted into the right to
receive 0.475 of a newly issued share of
Prologis, Inc. common stock, on the terms
and conditions set forth in the Agreement
and Plan of Merger, dated as of June 11,
2022.
2. To approve one or more adjournments of the Mgmt For For
Prologis, Inc. special meeting to another
date, time or place, if necessary or
appropriate, to solicit additional proxies
in favor of the Prologis common stock
issuance proposal (the "Prologis
adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935786814
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Hamid R. Moghadam Mgmt For For
1b. Election of Director: Cristina G. Bita Mgmt For For
1c. Election of Director: James B. Connor Mgmt For For
1d. Election of Director: George L. Fotiades Mgmt For For
1e. Election of Director: Lydia H. Kennard Mgmt For For
1f. Election of Director: Irving F. Lyons III Mgmt For For
1g. Election of Director: Avid Modjtabai Mgmt For For
1h. Election of Director: David P. O'Connor Mgmt For For
1i. Election of Director: Olivier Piani Mgmt For For
1j. Election of Director: Jeffrey L. Skelton Mgmt For For
1k. Election of Director: Carl B. Webb Mgmt For For
2. Advisory Vote to Approve the Company's Mgmt Against Against
Executive Compensation for 2022.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on the Company's Executive
Compensation.
4. Ratification of the Appointment of KPMG LLP Mgmt For For
as the Company's Independent Registered
Public Accounting Firm for the Year 2023.
--------------------------------------------------------------------------------------------------------------------------
PT BANK RAKYAT INDONESIA (PERSERO) TBK Agenda Number: 716689332
--------------------------------------------------------------------------------------------------------------------------
Security: Y0697U112
Meeting Type: AGM
Meeting Date: 13-Mar-2023
Ticker:
ISIN: ID1000118201
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF ANNUAL REPORT AND RATIFICATION Mgmt For For
OF THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS, APPROVAL OF THE BOARD OF
COMMISSIONERS SUPERVISORY REPORT AS WELL AS
RATIFICATION OF FINANCIAL STATEMENTS OF
MICRO AND SMALL ENTERPRISE FUNDING PROGRAM
FOR THE FINANCIAL YEAR 2022, AND GRANT OF
RELEASE AND DISCHARGE OF LIABILITY
(VOLLEDIG ACQUIT ET DE CHARGE) TO THE BOARD
OF DIRECTORS FOR THE MANAGEMENT OF COMPANY
AND THE BOARD OF COMMISSIONERS OF THE
COMPANY FOR THE SUPERVISORY ACTIONS
PERFORMED DURING THE FINANCIAL YEAR OF 2022
2 DETERMINATION OF APPROPRIATION OF THE Mgmt For For
COMPANY'S NET PROFIT FOR THE FINANCIAL YEAR
OF 2022
3 DETERMINATION OF THE REMUNERATION Mgmt Against Against
(SALARY/HONORARIUM, FACILITIES AND
BENEFITS) FOR THE FINANCIAL YEAR OF 2023,
AS WELL AS TANTIEM FOR THE FINANCIAL YEAR
OF 2022, FOR THE BOARD OF DIRECTORS AND THE
BOARD OF COMMISSIONERS OF THE COMPANY
4 APPOINTMENT OF PUBLIC ACCOUNTANT AND/OR Mgmt For For
PUBLIC ACCOUNTANT FIRM TO PERFORM AUDIT ON
THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS FOR THE FINANCIAL YEAR OF 2023
AS WELL AS MICRO AND SMALL ENTERPRISE
FUNDING PROGRAMS FINANCIAL STATEMENTS AND
IMPLEMENTATION REPORT FOR THE FINANCIAL
YEAR OF 2023
5 APPROVAL OF RESOLUTION PLAN OF THE COMPANY Mgmt For For
AND UPDATE OF RECOVERY PLAN OF THE COMPANY
6 REPORT ON THE REALIZATION OF THE Mgmt For For
UTILIZATION OF PROCEEDS FROM THE PUBLIC
OFFERING OF SUSTAINABLE BONDS AND THE
LIMITED PUBLIC OFFERING IN ACCORDANCE WITH
THE CAPITAL INCREASE BY GRANTING
PRE-EMPTIVE RIGHTS I YEAR 2021
7 APPROVAL OF THE REPURCHASE OF THE COMPANY'S Mgmt For For
SHARES (BUYBACK) AND THE TRANSFER OF THE
REPURCHASED SHARES THAT IS RECORDED AS
TREASURY STOCK
8 CHANGES IN THE COMPOSITION OF THE COMPANY'S Mgmt Against Against
MANAGEMENT
--------------------------------------------------------------------------------------------------------------------------
ROCKWELL AUTOMATION, INC. Agenda Number: 935750504
--------------------------------------------------------------------------------------------------------------------------
Security: 773903109
Meeting Type: Annual
Meeting Date: 07-Feb-2023
Ticker: ROK
ISIN: US7739031091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A. DIRECTOR
William P. Gipson Mgmt For For
Pam Murphy Mgmt For For
Donald R. Parfet Mgmt For For
Robert W. Soderbery Mgmt For For
B. To approve, on an advisory basis, the Mgmt For For
compensation of the Corporation's named
executive officers.
C. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of the shareowner vote on the
compensation of the Corporation's named
executive officers.
D. To approve the selection of Deloitte & Mgmt For For
Touche LLP as the Corporation's independent
registered public accounting firm for
fiscal 2023.
--------------------------------------------------------------------------------------------------------------------------
SAFARICOM PLC Agenda Number: 715892863
--------------------------------------------------------------------------------------------------------------------------
Security: V74587102
Meeting Type: AGM
Meeting Date: 29-Jul-2022
Ticker:
ISIN: KE1000001402
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS FOR THE YEAR ENDED
31ST MARCH 2022 TOGETHER WITH THE
CHAIRMAN'S, DIRECTORS' AND AUDITORS'
REPORTS THEREON
2 TO NOTE THE PAYMENT OF AN INTERIM DIVIDEND Mgmt For For
OF KSHS 0.64 PER SHARE WHICH WAS PAID TO
SHAREHOLDERS ON OR ABOUT 31ST MARCH 2022
AND TO APPROVE A FINAL DIVIDEND OF KSHS
0.75 PER SHARE FOR THE FINANCIAL YEAR ENDED
31ST MARCH 2022 AS RECOMMENDED BY THE
DIRECTORS. THE DIVIDEND WILL BE PAYABLE ON
OR BEFORE 31ST AUGUST 2022 TO THE
SHAREHOLDERS ON THE REGISTER OF MEMBERS AS
AT THE CLOSE OF BUSINESS ON 29TH JULY 2022
3 TO RE-APPOINT MS. ROSE OGEGA WHO RETIRES AT Mgmt Against Against
THIS MEETING IN ACCORDANCE WITH THE
PROVISIONS OF ARTICLES 90 AND 91 OF THE
COMPANY'S ARTICLES OF ASSOCIATION, AND,
BEING ELIGIBLE, OFFERS HERSELF FOR
RE-ELECTION
4 TO ELECT THE FOLLOWING DIRECTORS, BEING Mgmt Against Against
MEMBERS OF THE BOARD AUDIT, RISK AND
COMPLIANCE COMMITTEE TO CONTINUE TO SERVE
AS MEMBERS OF THE SAID COMMITTEE: -MS ROSE
OGEGA; PROF. BITANGE NDEMO; MS WINNIE OUKO;
MS RAISIBE MORATHI AND MR SITHOLIZWE
MDLALOSE
5 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT AND THE REMUNERATION PAID TO THE
DIRECTORS FOR THE YEAR ENDED 31ST MARCH
2022
6 TO RE-APPOINT MESSRS ERNST & YOUNG AS Mgmt For For
AUDITORS OF THE COMPANY IN ACCORDANCE WITH
THE PROVISIONS OF SECTION 721 (2) OF THE
COMPANIES ACT, 2015 AND TO AUTHORIZE THE
DIRECTORS TO FIX THEIR REMUNERATION FOR THE
ENSUING FINANCIAL YEAR IN ACCORDANCE WITH
THE PROVISIONS OF SECTION 724 (1) OF THE
COMPANIES ACT, 2015
--------------------------------------------------------------------------------------------------------------------------
SAMSUNG SDI CO. LTD Agenda Number: 716684091
--------------------------------------------------------------------------------------------------------------------------
Security: Y74866107
Meeting Type: AGM
Meeting Date: 15-Mar-2023
Ticker:
ISIN: KR7006400006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2.1 ELECTION OF INSIDE DIRECTOR: JEON YEONG Mgmt For For
HYEON
2.2 ELECTION OF OUTSIDE DIRECTOR: GWON O GYEONG Mgmt For For
2.3 ELECTION OF OUTSIDE DIRECTOR: GIM DEOK Mgmt For For
HYEON
2.4 ELECTION OF OUTSIDE DIRECTOR: I MI GYEONG Mgmt For For
3.1 ELECTION OF AUDIT COMMITTEE MEMBER GWON O Mgmt For For
GYEONG
3.2 ELECTION OF AUDIT COMMITTEE MEMBER I MI Mgmt For For
GYEONG
4 ELECTION OF OUTSIDE DIRECTOR WHO IS AN Mgmt For For
AUDIT COMMITTEE MEMBER CHOE WON UK
5 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
CMMT 16 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT OF
RESOLUTIONS 2.4 AND 3.2. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
SHINHAN FINANCIAL GROUP CO LTD Agenda Number: 716727308
--------------------------------------------------------------------------------------------------------------------------
Security: Y7749X101
Meeting Type: AGM
Meeting Date: 23-Mar-2023
Ticker:
ISIN: KR7055550008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS AND ANNUAL Mgmt Against Against
DIVIDENDS FOR FY2022 (JAN 1, 2022 - DEC 31,
2022)
2 APPROVAL OF REVISION TO ARTICLES OF Mgmt For For
INCORPORATION
3.1 ELECTION OF MR. JIN OK-DONG AS EXECUTIVE Mgmt For For
DIRECTOR
3.2 ELECTION OF MR. JUNG SANG HYUK AS Mgmt For For
NON-EXECUTIVE DIRECTOR
3.3 RE-ELECTION OF MR. KWAK SU KEUN AS Mgmt For For
INDEPENDENT DIRECTOR
3.4 RE-ELECTION OF MR. BAE HOON AS INDEPENDENT Mgmt For For
DIRECTOR
3.5 RE-ELECTION OF MR. SUNG JAEHO AS Mgmt For For
INDEPENDENT DIRECTOR
3.6 RE-ELECTION OF MR. LEE YONG GUK AS Mgmt For For
INDEPENDENT DIRECTOR
3.7 RE-ELECTION OF MR. LEE YOON-JAE AS Mgmt For For
INDEPENDENT DIRECTOR
3.8 RE-ELECTION OF MR. JIN HYUN-DUK AS Mgmt For For
INDEPENDENT DIRECTOR
3.9 RE-ELECTION OF MR. CHOI JAE BOONG AS Mgmt For For
INDEPENDENT DIRECTOR
4 ELECTION OF AN INDEPENDENT DIRECTOR WHO Mgmt Against Against
WILL SERVE AS AUDIT COMMITTEE MEMBER: YUN
JAE WON
5.1 RE-ELECTION OF MR. KWAK SU KEUN AS AN AUDIT Mgmt For For
COMMITTEE MEMBER
5.2 RE-ELECTION OF MR. BAE HOON AS AN AUDIT Mgmt For For
COMMITTEE MEMBER
6 APPROVAL OF THE DIRECTOR REMUNERATION LIMIT Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SIEMENS AG Agenda Number: 716439840
--------------------------------------------------------------------------------------------------------------------------
Security: D69671218
Meeting Type: AGM
Meeting Date: 09-Feb-2023
Ticker:
ISIN: DE0007236101
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON
9TH JULY 2015 AND THE OVER-RULING OF THE
DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH
JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN
REGISTERED SHARES. AS A RESULT, IT IS NOW
THE RESPONSIBILITY OF THE END-INVESTOR
(I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL
BENEFICIARY VOTING RIGHTS THEREFORE THE
CUSTODIAN BANK / AGENT IN THE MARKET WILL
BE SENDING THE VOTING DIRECTLY TO MARKET
AND IT IS THE END INVESTORS RESPONSIBILITY
TO ENSURE THE REGISTRATION ELEMENT IS
COMPLETE WITH THE ISSUER DIRECTLY, SHOULD
THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE
CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting
ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL
BE UPDATED AS SOON AS BROADRIDGE RECEIVES
CONFIRMATION FROM THE SUB CUSTODIANS
REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT
SERVICES REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting
CAN BE FOUND DIRECTLY ON THE ISSUER'S
WEBSITE (PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU WISH TO
ACT ON THESE ITEMS, YOU WILL NEED TO
REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES DIRECTLY AT THE COMPANY'S MEETING.
COUNTER PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2021/22
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 4.25 PER SHARE
3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER ROLAND BUSCH FOR FISCAL YEAR 2021/22
3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER CEDRIK NEIKE FOR FISCAL YEAR 2021/22
3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER MATTHIAS REBELLIUS FOR FISCAL YEAR
2021/22
3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER RALF THOMAS FOR FISCAL YEAR 2021/22
3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD Mgmt For For
MEMBER JUDITH WIESE FOR FISCAL YEAR 2021/22
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER JIM SNABE FOR FISCAL YEAR 2021/22
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER BIRGIT STEINBORN FOR FISCAL YEAR
2021/22
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER WERNER BRANDT FOR FISCAL YEAR
2021/22
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER TOBIAS BAEUMLER FOR FISCAL YEAR
2021/22
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MICHAEL DIEKMANN FOR FISCAL YEAR
2021/22
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER ANDREA FEHRMANN FOR FISCAL YEAR
2021/22
4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER BETTINA HALLER FOR FISCAL YEAR
2021/22
4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER HARALD KERN FOR FISCAL YEAR 2021/22
4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER JUERGEN KERNER FOR FISCAL YEAR
2021/22
4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER BENOIT POTIER FOR FISCAL YEAR
2021/22
4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER HAGEN REIMER FOR FISCAL YEAR 2021/22
4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER NORBERT REITHOFER FOR FISCAL YEAR
2021/22
4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER KASPER ROERSTED FOR FISCAL YEAR
2021/22
4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER NEMAT SHAFIK FOR FISCAL YEAR 2021/22
4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER NATHALIE VON SIEMENS FOR FISCAL YEAR
2021/22
4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MICHAEL SIGMUND FOR FISCAL YEAR
2021/22
4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER DOROTHEA SIMON FOR FISCAL YEAR
2021/22
4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER GRAZIA VITTADINI FOR FISCAL YEAR
2021/22
4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER MATTHIAS ZACHERT FOR FISCAL YEAR
2021/22
4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER GUNNAR ZUKUNFT FOR FISCAL YEAR
2021/22
5 RATIFY ERNST & YOUNG GMBH AS AUDITORS FOR Mgmt For For
FISCAL YEAR 2022/23
6 APPROVE REMUNERATION REPORT Mgmt For For
7.1 ELECT WERNER BRANDT TO THE SUPERVISORY Mgmt For For
BOARD
7.2 ELECT REGINA DUGAN TO THE SUPERVISORY BOARD Mgmt For For
7.3 ELECT KERYN LEE JAMES TO THE SUPERVISORY Mgmt For For
BOARD
7.4 ELECT MARTINA MERZ TO THE SUPERVISORY BOARD Mgmt For For
7.5 ELECT BENOIT POTIER TO THE SUPERVISORY Mgmt For For
BOARD
7.6 ELECT NATHALIE VON SIEMENS TO THE Mgmt For For
SUPERVISORY BOARD
7.7 ELECT MATTHIAS ZACHERT TO THE SUPERVISORY Mgmt For For
BOARD
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
9 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE ANNUAL
GENERAL MEETING BY MEANS OF AUDIO AND VIDEO
TRANSMISSION
10 AMEND ARTICLES RE: REGISTRATION IN THE Mgmt For For
SHARE REGISTER
CMMT 14 DEC 2022: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 14 DEC 2022: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 14 DEC 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 14 DEC 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
SIKA AG Agenda Number: 716726178
--------------------------------------------------------------------------------------------------------------------------
Security: H7631K273
Meeting Type: AGM
Meeting Date: 28-Mar-2023
Ticker:
ISIN: CH0418792922
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting
AGENDA AND MEETING ATTENDANCE REQUESTS
ONLY. PLEASE ENSURE THAT YOU HAVE FIRST
VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A
MARKET REQUIREMENT FOR MEETINGS OF THIS
TYPE THAT THE SHARES ARE REGISTERED AND
MOVED TO A REGISTERED LOCATION AT THE CSD,
AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE.
THEREFORE WHILST THIS DOES NOT PREVENT THE
TRADING OF SHARES, ANY THAT ARE REGISTERED
MUST BE FIRST DEREGISTERED IF REQUIRED FOR
SETTLEMENT. DEREGISTRATION CAN AFFECT THE
VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE
CONCERNS REGARDING YOUR ACCOUNTS, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTION MAY BE REJECTED
1 APPROVAL OF THE ANNUAL FINANCIAL STATEMENTS Mgmt For For
AND CONSOLIDATED FINANCIAL STATEMENTS FOR
2022
2 APPROPRIATION OF THE RETAINED EARNINGS OF Mgmt For For
SIKA AG
3 GRANTING DISCHARGE TO THE ADMINISTRATIVE Mgmt For For
BODIES
4.1.1 RE-ELECTION OF THE BOARD OF DIRECTOR: PAUL Mgmt For For
J. HALG AS A MEMBER
4.1.2 RE-ELECTION OF THE BOARD OF DIRECTOR: Mgmt For For
VIKTOR W. BALLI AS A MEMBER
4.1.3 RE-ELECTION OF THE BOARD OF DIRECTOR: Mgmt For For
LUCRECE FOUFOPOULOS-DE RIDDER AS A MEMBER
4.1.4 RE-ELECTION OF THE BOARD OF DIRECTOR: Mgmt For For
JUSTIN M. HOWELL AS A MEMBER
4.1.5 RE-ELECTION OF THE BOARD OF DIRECTOR: Mgmt For For
GORDANA LANDEN AS A MEMBER
4.1.6 RE-ELECTION OF THE BOARD OF DIRECTOR: Mgmt For For
MONIKA RIBAR AS A MEMBER
4.1.7 RE-ELECTION OF THE BOARD OF DIRECTOR: PAUL Mgmt For For
SCHULER AS A MEMBER
4.1.8 RE-ELECTION OF THE BOARD OF DIRECTOR: Mgmt For For
THIERRY F. J. VANLANCKER AS A MEMBER
4.2 ELECTION OF THE CHAIR OF THE BOARD OF Mgmt For For
DIRECTORS: RE-ELECTION OF PAUL J. HALG
4.3.1 ELECTION OF THE NOMINATION AND COMPENSATION Mgmt For For
COMMITTEE: JUSTIN M. HOWELL AS A MEMBER
4.3.2 ELECTION OF THE NOMINATION AND COMPENSATION Mgmt For For
COMMITTEE: GORDANA LANDEN AS A MEMBER
4.3.3 ELECTION OF THE NOMINATION AND COMPENSATION Mgmt For For
COMMITTEE: THIERRY F. J. VANLANCKER AS A
MEMBER
4.4 ELECTION OF STATUTORY AUDITORS: RE-ELECTION Mgmt For For
OF KPMG AG
4.5 ELECTION OF INDEPENDENT PROXY: RE-ELECTION Mgmt For For
OF JOST WINDLIN
5.1 COMPENSATION: CONSULTATIVE VOTE ON THE 2022 Mgmt For For
COMPENSATION REPORT
5.2 COMPENSATION: APPROVAL OF THE FUTURE Mgmt For For
COMPENSATION OF THE BOARD OF DIRECTORS
5.3 COMPENSATION: APPROVAL OF THE FUTURE Mgmt For For
COMPENSATION OF GROUP MANAGEMENT
6 INTRODUCTION OF A CAPITAL BAND AND A Mgmt For For
CONDITIONAL SHARE CAPITAL (WITHIN THE
CAPITAL BAND)
7.1 AMENDMENT OF THE ARTICLES OF ASSOCIATION: Mgmt For For
MANDATORY AMENDMENTS OF THE ARTICLES OF
ASSOCIATION TO REFLECT THE CORPORATE LAW
REFORM
7.2 AMENDMENT OF THE ARTICLES OF ASSOCIATION: Mgmt For For
EDITORIAL AMENDMENTS TO THE ARTICLES OF
ASSOCIATION
7.3 AMENDMENT OF THE ARTICLES OF ASSOCIATION: Mgmt For For
SUPPLEMENT OF THE NOMINEE PROVISION
7.4 AMENDMENT OF THE ARTICLES OF ASSOCIATION: Mgmt For For
INTRODUCTION OF THE POSSIBILITY OF HOLDING
A VIRTUAL GENERAL MEETING
7.5 AMENDMENT OF THE ARTICLES OF ASSOCIATION: Mgmt For For
INTRODUCTION OF THE POSSIBILITY OF USING
ELECTRONIC MEANS
7.6 AMENDMENT OF THE ARTICLES OF ASSOCIATION: Mgmt For For
REDUCTION OF THE NUMBER OF MANDATES OUTSIDE
THE GROUP
8 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: IN CASE THE ANNUAL
GENERAL MEETING VOTES ON PROPOSALS THAT ARE
NOT LISTED IN THE INVITATION, I INSTRUCT
THE INDEPENDENT PROXY TO VOTE AS FOLLOWS:
(FOR MEANS TO VOTE AS PROPOSED BY THE BOARD
OF DIRECTORS; AGAINST MEANS TO VOTE AGAINST
ADDITIONAL OR AMENDED PROPOSALS; ABSTAIN
MEANS TO ABSTAIN FROM VOTING)
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt Against Against
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr For Against
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr For Against
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
TE CONNECTIVITY LTD Agenda Number: 935772613
--------------------------------------------------------------------------------------------------------------------------
Security: H84989104
Meeting Type: Annual
Meeting Date: 15-Mar-2023
Ticker: TEL
ISIN: CH0102993182
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean-Pierre Clamadieu Mgmt Against Against
1b. Election of Director: Terrence R. Curtin Mgmt For For
1c. Election of Director: Carol A. ("John") Mgmt For For
Davidson
1d. Election of Director: Lynn A. Dugle Mgmt For For
1e. Election of Director: William A. Jeffrey Mgmt For For
1f. Election of Director: Syaru Shirley Lin Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Heath A. Mitts Mgmt For For
1i. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1j. Election of Director: Mark C. Trudeau Mgmt For For
1k. Election of Director: Dawn C. Willoughby Mgmt For For
1l. Election of Director: Laura H. Wright Mgmt For For
2. To elect Thomas J. Lynch as the Chairman of Mgmt For For
the Board of Directors
3a. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Abhijit Y. Talwalkar
3b. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Mark C. Trudeau
3c. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Dawn C. Willoughby
4. To elect Dr. Rene Schwarzenbach, of Proxy Mgmt For For
Voting Services GmbH, or another individual
representative of Proxy Voting Services
GmbH if Dr. Schwarzenbach is unable to
serve at the relevant meeting, as the
independent proxy at the 2024 annual
meeting of TE Connectivity and any
shareholder meeting that may be held prior
to that meeting.
5.1 To approve the 2022 Annual Report of TE Mgmt For For
Connectivity Ltd. (excluding the statutory
financial statements for the fiscal year
ended September 30, 2022, the consolidated
financial statements for the fiscal year
ended September 30, 2022 and the Swiss
Statutory Compensation Report for the
fiscal year ended September 30, 2022).
5.2 To approve the statutory financial Mgmt For For
statements of TE Connectivity Ltd. for the
fiscal year ended September 30, 2022.
5.3 To approve the consolidated financial Mgmt For For
statements of TE Connectivity Ltd. for the
fiscal year ended September 30, 2022.
6. To release the members of the Board of Mgmt For For
Directors and executive officers of TE
Connectivity for activities during the
fiscal year ended September 30, 2022.
7.1 To elect Deloitte & Touche LLP as TE Mgmt For For
Connectivity's independent registered
public accounting firm for fiscal year
2023.
7.2 To elect Deloitte AG, Zurich, Switzerland, Mgmt For For
as TE Connectivity's Swiss registered
auditor until the next annual general
meeting of TE Connectivity.
7.3 To elect PricewaterhouseCoopers AG, Zurich, Mgmt For For
Switzerland, as TE Connectivity's special
auditor until the next annual general
meeting of TE Connectivity.
8. An advisory vote to approve named executive Mgmt For For
officer compensation.
9. An advisory vote on the frequency of an Mgmt 1 Year For
advisory vote to approve named executive
officer compensation.
10. An advisory vote to approve the Swiss Mgmt For For
Statutory Compensation Report for the
fiscal year ended September 30, 2022.
11. A binding vote to approve fiscal year 2024 Mgmt For For
maximum aggregate compensation amount for
executive management.
12. A binding vote to approve fiscal year 2024 Mgmt For For
maximum aggregate compensation amount for
the Board of Directors.
13. To approve the carryforward of Mgmt For For
unappropriated accumulated earnings at
September 30, 2022.
14. To approve a dividend payment to Mgmt For For
shareholders equal to $2.36 per issued
share to be paid in four equal quarterly
installments of $0.59 starting with the
third fiscal quarter of 2023 and ending in
the second fiscal quarter of 2024 pursuant
to the terms of the dividend resolution.
15. To approve an authorization relating to TE Mgmt For For
Connectivity's Share Repurchase Program.
16. To approve a reduction of share capital for Mgmt For For
shares acquired under TE Connectivity's
share repurchase program and related
amendments to the articles of association
of TE Connectivity Ltd.
17. To approve changes to share capital and Mgmt For For
related amendments to the articles of
association of TE Connectivity Ltd.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 935777120
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Blinn Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt For For
1c. Election of Director: Janet F. Clark Mgmt For For
1d. Election of Director: Carrie S. Cox Mgmt For For
1e. Election of Director: Martin S. Craighead Mgmt For For
1f. Election of Director: Curtis C. Farmer Mgmt For For
1g. Election of Director: Jean M. Hobby Mgmt For For
1h. Election of Director: Haviv Ilan Mgmt For For
1i. Election of Director: Ronald Kirk Mgmt For For
1j. Election of Director: Pamela H. Patsley Mgmt For For
1k. Election of Director: Robert E. Sanchez Mgmt For For
1l. Election of Director: Richard K. Templeton Mgmt For For
2. Board proposal to approve amendment and Mgmt For For
restatement of the TI Employees 2014 Stock
Purchase Plan to extend the termination
date.
3. Board proposal regarding advisory vote on Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
4. Board proposal regarding advisory approval Mgmt For For
of the Company's executive compensation.
5. Board proposal to ratify the appointment of Mgmt For For
Ernst & Young LLP as the Company's
independent registered public accounting
firm for 2023.
6. Stockholder proposal to permit a combined Shr For Against
10% of stockholders to call a special
meeting.
7. Stockholder proposal to report on due Shr For Against
diligence efforts to trace end-user misuse
of company products.
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF NEW YORK MELLON CORPORATION Agenda Number: 935771180
--------------------------------------------------------------------------------------------------------------------------
Security: 064058100
Meeting Type: Annual
Meeting Date: 12-Apr-2023
Ticker: BK
ISIN: US0640581007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda Z. Cook Mgmt For For
1b. Election of Director: Joseph J. Echevarria Mgmt For For
1c. Election of Director: M. Amy Gilliland Mgmt For For
1d. Election of Director: Jeffrey A. Goldstein Mgmt For For
1e. Election of Director: K. Guru Gowrappan Mgmt For For
1f. Election of Director: Ralph Izzo Mgmt For For
1g. Election of Director: Sandra E. "Sandie" Mgmt For For
O'Connor
1h. Election of Director: Elizabeth E. Robinson Mgmt For For
1i. Election of Director: Frederick O. Terrell Mgmt For For
1j. Election of Director: Robin Vince Mgmt For For
1k. Election of Director: Alfred W. "Al" Zollar Mgmt For For
2. Advisory resolution to approve the 2022 Mgmt For For
compensation of our named executive
officers.
3. Advisory vote recommending the frequency Mgmt 1 Year For
with which we conduct a say-on-pay vote.
4. Ratify the appointment of KPMG LLP as our Mgmt For For
independent auditor for 2023.
5. Approve the 2023 Long-Term Incentive Plan. Mgmt For For
6. Stockholder proposal regarding stockholder Shr Against For
ratification of certain executive severance
payments, if properly presented.
--------------------------------------------------------------------------------------------------------------------------
THE PNC FINANCIAL SERVICES GROUP, INC. Agenda Number: 935773324
--------------------------------------------------------------------------------------------------------------------------
Security: 693475105
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: PNC
ISIN: US6934751057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph Alvarado Mgmt For For
1b. Election of Director: Debra A. Cafaro Mgmt For For
1c. Election of Director: Marjorie Rodgers Mgmt For For
Cheshire
1d. Election of Director: William S. Demchak Mgmt For For
1e. Election of Director: Andrew T. Feldstein Mgmt For For
1f. Election of Director: Richard J. Harshman Mgmt For For
1g. Election of Director: Daniel R. Hesse Mgmt For For
1h. Election of Director: Renu Khator Mgmt For For
1i. Election of Director: Linda R. Medler Mgmt For For
1j. Election of Director: Robert A. Niblock Mgmt For For
1k. Election of Director: Martin Pfinsgraff Mgmt For For
1l. Election of Director: Bryan S. Salesky Mgmt For For
1m. Election of Director: Toni Townes-Whitley Mgmt For For
2. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
PNC's independent registered public
accounting firm for 2023.
3. Advisory vote to approve named executive Mgmt Against Against
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
TRACTOR SUPPLY COMPANY Agenda Number: 935798643
--------------------------------------------------------------------------------------------------------------------------
Security: 892356106
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: TSCO
ISIN: US8923561067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Joy
Brown
1.2 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Ricardo
Cardenas
1.3 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Andre
Hawaux
1.4 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Denise
L. Jackson
1.5 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Ramkumar
Krishnan
1.6 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Edna K.
Morris
1.7 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Mark J.
Weikel
1.8 Election of Director for a one-year term Mgmt For For
ending at the 2024 Annual Meeting: Harry A.
Lawton III
2 To ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered
public accounting firm for the fiscal year
ending December 30, 2023
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of the named
executive officers of the Company (Say on
Pay)
4. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of the advisory vote
on Say on Pay in future years
--------------------------------------------------------------------------------------------------------------------------
UNITED PARCEL SERVICE, INC. Agenda Number: 935783894
--------------------------------------------------------------------------------------------------------------------------
Security: 911312106
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: UPS
ISIN: US9113121068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until 2024 Mgmt For For
annual meeting: Carol B. Tome
1b. Election of Director to serve until 2024 Mgmt For For
annual meeting: Rodney C. Adkins
1c. Election of Director to serve until 2024 Mgmt For For
annual meeting: Eva C. Boratto
1d. Election of Director to serve until 2024 Mgmt For For
annual meeting: Michael J. Burns
1e. Election of Director to serve until 2024 Mgmt For For
annual meeting: Wayne M. Hewett
1f. Election of Director to serve until 2024 Mgmt For For
annual meeting: Angela Hwang
1g. Election of Director to serve until 2024 Mgmt For For
annual meeting: Kate E. Johnson
1h. Election of Director to serve until 2024 Mgmt For For
annual meeting: William R. Johnson
1i. Election of Director to serve until 2024 Mgmt For For
annual meeting: Franck J. Moison
1j. Election of Director to serve until 2024 Mgmt For For
annual meeting: Christiana Smith Shi
1k. Election of Director to serve until 2024 Mgmt For For
annual meeting: Russell Stokes
1l. Election of Director to serve until 2024 Mgmt For For
annual meeting: Kevin Warsh
2. To approve on an advisory basis named Mgmt For For
executive officer compensation.
3. To approve on an advisory basis the Mgmt 1 Year For
frequency of future advisory votes on named
executive officer compensation.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as UPS's independent registered
public accounting firm for the year ending
December 31, 2023.
5. To reduce the voting power of UPS class A Shr For Against
stock from 10 votes per share to one vote
per share.
6. To adopt independently verified Shr For Against
science-based greenhouse gas emissions
reduction targets.
7. To prepare a report on integrating GHG Shr Against For
emissions reductions targets into executive
compensation.
8. To prepare a report on addressing the Shr For Against
impact of UPS's climate change strategy on
relevant stakeholders consistent with the
"Just Transition" guidelines.
9. To prepare a report on risks or costs Shr Against For
caused by state policies restricting
reproductive rights.
10. To prepare a report on the impact of UPS's Shr Against For
DE&I policies on civil rights,
non-discrimination and returns to merit,
and the company's business.
11. To prepare an annual report on the Shr For Against
effectiveness of UPS's diversity, equity
and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 935790700
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: VZ
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Shellye Archambeau Mgmt For For
1B. Election of Director: Roxanne Austin Mgmt For For
1C. Election of Director: Mark Bertolini Mgmt For For
1D. Election of Director: Vittorio Colao Mgmt For For
1E. Election of Director: Melanie Healey Mgmt For For
1F. Election of Director: Laxman Narasimhan Mgmt For For
1G. Election of Director: Clarence Otis, Jr. Mgmt For For
1H. Election of Director: Daniel Schulman Mgmt For For
1I. Election of Director: Rodney Slater Mgmt For For
1J. Election of Director: Carol Tome Mgmt For For
1K. Election of Director: Hans Vestberg Mgmt For For
1L. Election of Director: Gregory Weaver Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratification of appointment of independent Mgmt For For
registered public accounting firm
5. Government requests to remove content Shr For Against
6. Prohibit political contributions Shr Against For
7. Amend clawback policy Shr Against For
8. Shareholder ratification of annual equity Shr Against For
awards
9. Independent chair Shr For Against
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt Against Against
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr For Against
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
XYLEM INC. Agenda Number: 935794063
--------------------------------------------------------------------------------------------------------------------------
Security: 98419M100
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: XYL
ISIN: US98419M1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Patrick K. Decker Mgmt For For
1c. Election of Director: Earl R. Ellis Mgmt For For
1d. Election of Director: Robert F. Friel Mgmt For For
1e. Election of Director: Victoria D. Harker Mgmt For For
1f. Election of Director: Steven R. Loranger Mgmt For For
1g. Election of Director: Mark D. Morelli Mgmt For For
1h. Election of Director: Jerome A. Peribere Mgmt For For
1i. Election of Director: Lila Tretikov Mgmt For For
1j. Election of Director: Uday Yadav Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
3. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
4. Shareholder proposal requesting a policy Shr Against For
requiring an independent board chair, if
properly presented at the meeting.
Calamos Growth & Income Fund
--------------------------------------------------------------------------------------------------------------------------
ABBOTT LABORATORIES Agenda Number: 935777865
--------------------------------------------------------------------------------------------------------------------------
Security: 002824100
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: ABT
ISIN: US0028241000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. J. Alpern Mgmt For For
1b. Election of Director: C. Babineaux-Fontenot Mgmt For For
1c. Election of Director: S. E. Blount Mgmt For For
1d. Election of Director: R. B. Ford Mgmt For For
1e. Election of Director: P. Gonzalez Mgmt For For
1f. Election of Director: M. A. Kumbier Mgmt For For
1g. Election of Director: D. W. McDew Mgmt For For
1h. Election of Director: N. McKinstry Mgmt For For
1i. Election of Director: M. G. O'Grady Mgmt For For
1j. Election of Director: M. F. Roman Mgmt For For
1k. Election of Director: D. J. Starks Mgmt For For
1l. Election of Director: J. G. Stratton Mgmt For For
2. Ratification of Ernst & Young LLP As Mgmt For For
Auditors
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Approval of the Frequency of Shareholder
Votes on Executive Compensation
5. Shareholder Proposal - Special Shareholder Shr Against For
Meeting Threshold
6. Shareholder Proposal - Independent Board Shr Against For
Chairman
7. Shareholder Proposal - Lobbying Disclosure Shr Against For
8. Shareholder Proposal - Incentive Shr Against For
Compensation
--------------------------------------------------------------------------------------------------------------------------
ABBVIE INC. Agenda Number: 935786484
--------------------------------------------------------------------------------------------------------------------------
Security: 00287Y109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ABBV
ISIN: US00287Y1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Robert J. Mgmt For For
Alpern
1b. Election of Class II Director: Melody B. Mgmt For For
Meyer
1c. Election of Class II Director: Frederick H. Mgmt For For
Waddell
2. Ratification of Ernst & Young LLP as Mgmt For For
AbbVie's independent registered public
accounting firm for 2023.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Approval of a management proposal regarding Mgmt For For
amendment of the certificate of
incorporation to eliminate supermajority
voting.
5. Stockholder Proposal - to Implement Simple Shr Against For
Majority Vote.
6. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Political Spending.
7. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Lobbying.
8. Stockholder Proposal - to Issue a Report on Shr Against For
Patent Process.
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ADOBE INC. Agenda Number: 935770126
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: ADBE
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Amy Banse
1b. Election of Director to serve for a Mgmt For For
one-year term: Brett Biggs
1c. Election of Director to serve for a Mgmt For For
one-year term: Melanie Boulden
1d. Election of Director to serve for a Mgmt For For
one-year term: Frank Calderoni
1e. Election of Director to serve for a Mgmt For For
one-year term: Laura Desmond
1f. Election of Director to serve for a Mgmt For For
one-year term: Shantanu Narayen
1g. Election of Director to serve for a Mgmt For For
one-year term: Spencer Neumann
1h. Election of Director to serve for a Mgmt For For
one-year term: Kathleen Oberg
1i. Election of Director to serve for a Mgmt For For
one-year term: Dheeraj Pandey
1j. Election of Director to serve for a Mgmt For For
one-year term: David Ricks
1k. Election of Director to serve for a Mgmt For For
one-year term: Daniel Rosensweig
1l. Election of Director to serve for a Mgmt For For
one-year term: John Warnock
2. Approve the 2019 Equity Incentive Plan, as Mgmt For For
amended, to increase the available share
reserve by 12,000,000 shares.
3. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending on December
1, 2023.
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
5. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
6. Stockholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records.
--------------------------------------------------------------------------------------------------------------------------
ALCON INC. Agenda Number: 935839603
--------------------------------------------------------------------------------------------------------------------------
Security: H01301128
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ALC
ISIN: CH0432492467
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the operating and financial Mgmt For For
review of Alcon Inc., the annual financial
statements of Alcon Inc. and the
consolidated financial statements for 2022
2. Discharge of the members of the Board of Mgmt For For
Directors and the members of the Executive
Committee
3. Appropriation of earnings and declaration Mgmt For For
of dividend as per the balance sheet of
Alcon Inc. of December 31, 2022
4a. Consultative vote on the 2022 Compensation Mgmt For For
Report
4b. Binding vote on the maximum aggregate Mgmt For For
amount of compensation of the Board of
Directors for the next term of office, i.e.
from the 2023 Annual General Meeting to the
2024 Annual General Meeting
4c. Binding vote on the maximum aggregate Mgmt For For
amount of compensation of the Executive
Committee for the following financial year,
i.e. 2024
5a. Re-election of F. Michael Ball(as Member of Mgmt For For
the Board of Directors and Chair)
5b. Re-election of Lynn D. Bleil (as Member of Mgmt For For
the Board of Directors)
5c. Re-election of Raquel C. Bono (as Member of Mgmt For For
the Board of Directors)
5d. Re-election of Arthur Cummings (as Member Mgmt For For
of the Board of Directors)
5e. Re-election of David J. Endicott (as Member Mgmt For For
of the Board of Directors)
5f. Re-election of Thomas Glanzmann (as Member Mgmt For For
of the Board of Directors)
5g. Re-election of D. Keith Grossman (as Member Mgmt For For
of the Board of Directors)
5h. Re-election of Scott Maw (as Member of the Mgmt For For
Board of Directors)
5i. Re-election of Karen May (as Member of the Mgmt For For
Board of Directors)
5j. Re-election of Ines Poschel (as Member of Mgmt For For
the Board of Directors)
5k. Re-election of Dieter Spalti (as Member of Mgmt For For
the Board of Directors)
6a. Re-elections of the members of the Mgmt For For
Compensation Committee: Thomas Glanzmann
6b. Re-elections of the members of the Mgmt For For
Compensation Committee: Scott Maw
6c. Re-elections of the members of the Mgmt For For
Compensation Committee: Karen May
6d. Re-elections of the members of the Mgmt For For
Compensation Committee: Ines Poschel
7. Re-election of the independent Mgmt For For
representative
8. Re-election of the statutory auditors Mgmt For For
9a. Amendments to the Articles of Mgmt For For
Incorporation: Deletion of current Article
4a and introduction of a capital range (new
Article 4a)
9b. Amendments to the Articles of Mgmt For For
Incorporation: Introduction of a
conditional share capital (new Article 4b)
9c. Amendments to the Articles of Mgmt For For
Incorporation: Share capital (Article 4 and
new Article 4c)
9d. Amendments to the Articles of Mgmt For For
Incorporation: Shareholders matters
(Articles 9, 10 para. 2, 11 para. 1, 12,
17, 18 and 38)
9e. Amendments to the Articles of Mgmt For For
Incorporation: Board of Directors and
related topics (Articles 22 and 24 para. 1)
9f. Amendments to the Articles of Mgmt For For
Incorporation: Compensation and related
topics (Articles 29 para. 4, 30, 33 and 34
para. 3 and para. 4)
10. General instruction in case of new agenda Mgmt Against Against
items or proposals during the Annual
General Meeting (please check one box only)
* If you vote FOR, you will be voting in
accordance with the recommendation of the
Board of Directors. ** If you vote AGAINST,
you will be voting against the new agenda
items or proposals. *** If you vote
ABSTAIN, you will ABSTAIN from voting.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 935784808
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas J. Baltimore
1b. Election of Director for a term of one Mgmt For For
year: John J. Brennan
1c. Election of Director for a term of one Mgmt For For
year: Peter Chernin
1d. Election of Director for a term of one Mgmt For For
year: Walter J. Clayton III
1e. Election of Director for a term of one Mgmt For For
year: Ralph de la Vega
1f. Election of Director for a term of one Mgmt For For
year: Theodore J. Leonsis
1g. Election of Director for a term of one Mgmt For For
year: Deborah P. Majoras
1h. Election of Director for a term of one Mgmt For For
year: Karen L. Parkhill
1i. Election of Director for a term of one Mgmt For For
year: Charles E. Phillips
1j. Election of Director for a term of one Mgmt For For
year: Lynn A. Pike
1k. Election of Director for a term of one Mgmt For For
year: Stephen J. Squeri
1l. Election of Director for a term of one Mgmt For For
year: Daniel L. Vasella
1m. Election of Director for a term of one Mgmt For For
year: Lisa W. Wardell
1n. Election of Director for a term of one Mgmt For For
year: Christopher D. Young
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
4. Advisory resolution to approve the Mgmt 1 Year For
frequency of future advisory say-on-pay
votes.
5. Shareholder proposal relating to Shr For Against
shareholder ratification of excessive
termination pay.
6. Shareholder proposal relating to abortion & Shr Against For
consumer data privacy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 935793629
--------------------------------------------------------------------------------------------------------------------------
Security: 026874784
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: AIG
ISIN: US0268747849
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: PAOLA BERGAMASCHI Mgmt For For
1b. Election of Director: JAMES COLE, JR. Mgmt For For
1c. Election of Director: W. DON CORNWELL Mgmt For For
1d. Election of Director: LINDA A. MILLS Mgmt For For
1e. Election of Director: DIANA M. MURPHY Mgmt For For
1f. Election of Director: PETER R. PORRINO Mgmt For For
1g. Election of Director: JOHN G. RICE Mgmt For For
1h. Election of Director: THERESE M. VAUGHAN Mgmt For For
1i. Election of Director: VANESSA A. WITTMAN Mgmt For For
1j. Election of Director: PETER ZAFFINO Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareholder Proposal Requesting an Shr Against For
Independent Board Chair Policy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN TOWER CORPORATION Agenda Number: 935806008
--------------------------------------------------------------------------------------------------------------------------
Security: 03027X100
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMT
ISIN: US03027X1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas A. Bartlett Mgmt For For
1b. Election of Director: Kelly C. Chambliss Mgmt For For
1c. Election of Director: Teresa H. Clarke Mgmt For For
1d. Election of Director: Raymond P. Dolan Mgmt For For
1e. Election of Director: Kenneth R. Frank Mgmt For For
1f. Election of Director: Robert D. Hormats Mgmt For For
1g. Election of Director: Grace D. Lieblein Mgmt For For
1h. Election of Director: Craig Macnab Mgmt For For
1i. Election of Director: JoAnn A. Reed Mgmt For For
1j. Election of Director: Pamela D. A. Reeve Mgmt For For
1k. Election of Director: Bruce L. Tanner Mgmt For For
1l. Election of Director: Samme L. Thompson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023.
3. To approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. To vote, on an advisory basis, on the Mgmt 1 Year For
frequency with which the Company will hold
a stockholder advisory vote on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
ASSURANT, INC. Agenda Number: 935785165
--------------------------------------------------------------------------------------------------------------------------
Security: 04621X108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: AIZ
ISIN: US04621X1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Elaine D. Rosen Mgmt For For
1b. Election of Director: Paget L. Alves Mgmt For For
1c. Election of Director: Rajiv Basu Mgmt For For
1d. Election of Director: J. Braxton Carter Mgmt For For
1e. Election of Director: Juan N. Cento Mgmt For For
1f. Election of Director: Keith W. Demmings Mgmt For For
1g. Election of Director: Harriet Edelman Mgmt For For
1h. Election of Director: Sari Granat Mgmt For For
1i. Election of Director: Lawrence V. Jackson Mgmt For For
1j. Election of Director: Debra J. Perry Mgmt For For
1k. Election of Director: Ognjen (Ogi) Redzic Mgmt For For
1l. Election of Director: Paul J. Reilly Mgmt For For
1m. Election of Director: Robert W. Stein Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Assurant's
Independent Registered Public Accounting
Firm for 2023.
3. Advisory approval of the 2022 compensation Mgmt For For
of the Company's named executive officers.
4. Advisory approval of the frequency of Mgmt 1 Year For
executive compensation votes.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BLACKROCK, INC. Agenda Number: 935821000
--------------------------------------------------------------------------------------------------------------------------
Security: 09247X101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: BLK
ISIN: US09247X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bader M. Alsaad Mgmt For For
1b. Election of Director: Pamela Daley Mgmt For For
1c. Election of Director: Laurence D. Fink Mgmt For For
1d. Election of Director: William E. Ford Mgmt For For
1e. Election of Director: Fabrizio Freda Mgmt For For
1f. Election of Director: Murry S. Gerber Mgmt For For
1g. Election of Director: Margaret "Peggy" L. Mgmt For For
Johnson
1h. Election of Director: Robert S. Kapito Mgmt For For
1i. Election of Director: Cheryl D. Mills Mgmt For For
1j. Election of Director: Gordon M. Nixon Mgmt For For
1k. Election of Director: Kristin C. Peck Mgmt For For
1l. Election of Director: Charles H. Robbins Mgmt For For
1m. Election of Director: Marco Antonio Slim Mgmt For For
Domit
1n. Election of Director: Hans E. Vestberg Mgmt For For
1o. Election of Director: Susan L. Wagner Mgmt For For
1p. Election of Director: Mark Wilson Mgmt For For
2. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
3. Approval, in a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future executive
compensation advisory votes.
4. Ratification of the appointment of Deloitte Mgmt For For
LLP as BlackRock's independent registered
public accounting firm for the fiscal year
2023.
5. Shareholder Proposal - Civil rights, Shr Against For
non-discrimination and returns to merit
audit.
6. Shareholder Proposal - Production of a Shr Against For
report on BlackRock's ability to "engineer
decarbonization in the real economy".
7. Shareholder Proposal - Impact report for Shr Against For
climate-related human risks of iShares U.S.
Aerospace and Defense Exchange-Traded Fund.
--------------------------------------------------------------------------------------------------------------------------
BOOKING HOLDINGS INC. Agenda Number: 935842244
--------------------------------------------------------------------------------------------------------------------------
Security: 09857L108
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: BKNG
ISIN: US09857L1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Glenn D. Fogel Mgmt For For
Mirian M. Graddick-Weir Mgmt For For
Wei Hopeman Mgmt For For
Robert J. Mylod, Jr. Mgmt For For
Charles H. Noski Mgmt For For
Larry Quinlan Mgmt For For
Nicholas J. Read Mgmt For For
Thomas E. Rothman Mgmt For For
Sumit Singh Mgmt For For
Lynn V. Radakovich Mgmt For For
Vanessa A. Wittman Mgmt For For
2. Advisory vote to approve 2022 executive Mgmt For For
compensation.
3. Ratification of Deloitte & Touche LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
4. Advisory vote on the frequency of future Mgmt 1 Year For
non-binding advisory votes on the
compensation paid by the Company to its
named executive officers.
5. Stockholder proposal requesting a Shr For Against
non-binding stockholder vote to ratify
termination pay of executives.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 935766189
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Diane M. Bryant Mgmt For For
1b. Election of Director: Gayla J. Delly Mgmt For For
1c. Election of Director: Raul J. Fernandez Mgmt For For
1d. Election of Director: Eddy W. Hartenstein Mgmt For For
1e. Election of Director: Check Kian Low Mgmt For For
1f. Election of Director: Justine F. Page Mgmt For For
1g. Election of Director: Henry Samueli Mgmt For For
1h. Election of Director: Hock E. Tan Mgmt For For
1i. Election of Director: Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse Coopers LLP as the
independent registered public accounting
firm of Broadcom for the fiscal year ending
October 29, 2023.
3. Approve an amendment and restatement of the Mgmt For For
2012 Stock Incentive Plan.
4. Advisory vote to approve the named Mgmt For For
executive officer compensation.
5. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on named executive officer
compensation.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 935813027
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2022
2a Allocation of disposable profit Mgmt For For
2b Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3 Discharge of the Board of Directors Mgmt For For
4a Election of PricewaterhouseCoopers AG Mgmt For For
(Zurich) as our statutory auditor
4b Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP (United States)
as independent registered public accounting
firm for purposes of U.S. securities law
reporting
4c Election of BDO AG (Zurich) as special Mgmt For For
audit firm
5a Election of Director: Evan G. Greenberg Mgmt For For
5b Election of Director: Michael P. Connors Mgmt For For
5c Election of Director: Michael G. Atieh Mgmt For For
5d Election of Director: Kathy Bonanno Mgmt For For
5e Election of Director: Nancy K. Buese Mgmt For For
5f Election of Director: Sheila P. Burke Mgmt For For
5g Election of Director: Michael L. Corbat Mgmt For For
5h Election of Director: Robert J. Hugin Mgmt For For
5i Election of Director: Robert W. Scully Mgmt For For
5j Election of Director: Theodore E. Shasta Mgmt For For
5k Election of Director: David H. Sidwell Mgmt For For
5l Election of Director: Olivier Steimer Mgmt For For
5m Election of Director: Frances F. Townsend Mgmt For For
6 Election of Evan G. Greenberg as Chairman Mgmt For For
of the Board of Directors
7a Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b Election of the Compensation Committee of Mgmt For For
the Board of Directors: David H. Sidwell
7c Election of the Compensation Committee of Mgmt For For
the Board of Directors: Frances F. Townsend
8 Election of Homburger AG as independent Mgmt For For
proxy
9a Amendments to the Articles of Association: Mgmt For For
Amendments relating to Swiss corporate law
updates
9b Amendments to the Articles of Association: Mgmt For For
Amendment to advance notice period
10a Reduction of share capital: Cancellation of Mgmt For For
repurchased shares
10b Reduction of share capital: Par value Mgmt For For
reduction
11a Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of the Board of Directors
until the next annual general meeting
11b Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of Executive Management for
the 2024 calendar year
11c Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Advisory vote to
approve the Swiss compensation report
12 Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
13 Advisory vote on the frequency of the U.S. Mgmt 1 Year For
securities law advisory vote on executive
compensation
14 Shareholder proposal on greenhouse gas Shr Against For
emissions targets, if properly presented
15 Shareholder proposal on human rights and Shr Against For
underwriting, if properly presented.
A If a new agenda item or a new proposal for Mgmt For For
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 935723216
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. Michele Burns Mgmt For For
1b. Election of Director: Wesley G. Bush Mgmt For For
1c. Election of Director: Michael D. Capellas Mgmt For For
1d. Election of Director: Mark Garrett Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Dr. Kristina M. Mgmt For For
Johnson
1g. Election of Director: Roderick C. Mcgeary Mgmt For For
1h. Election of Director: Sarah Rae Murphy Mgmt For For
1i. Election of Director: Charles H. Robbins Mgmt For For
1j. Election of Director: Brenton L. Saunders Mgmt For For
1k. Election of Director: Dr. Lisa T. Su Mgmt For For
1l. Election of Director: Marianna Tessel Mgmt For For
2. Approval, on an advisory basis, of Mgmt For For
executive compensation.
3. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Cisco's independent registered public
accounting firm for fiscal 2023.
4. Stockholder Proposal - Approval to have Shr Against For
Cisco's Board issue a tax transparency
report in consideration of the Global
Reporting Initiative's Tax Standard.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 935781030
--------------------------------------------------------------------------------------------------------------------------
Security: 172967424
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: C
ISIN: US1729674242
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ellen M. Costello Mgmt For For
1b. Election of Director: Grace E. Dailey Mgmt For For
1c. Election of Director: Barbara J. Desoer Mgmt For For
1d. Election of Director: John C. Dugan Mgmt For For
1e. Election of Director: Jane N. Fraser Mgmt For For
1f. Election of Director: Duncan P. Hennes Mgmt For For
1g. Election of Director: Peter B. Henry Mgmt For For
1h. Election of Director: S. Leslie Ireland Mgmt For For
1i. Election of Director: Renee J. James Mgmt For For
1j. Election of Director: Gary M. Reiner Mgmt For For
1k. Election of Director: Diana L. Taylor Mgmt For For
1l. Election of Director: James S. Turley Mgmt For For
1m. Election of Director: Casper W. von Koskull Mgmt For For
2. Proposal to ratify the selection of KPMG Mgmt For For
LLP as Citi's independent registered public
accountants for 2023.
3. Advisory vote to Approve our 2022 Executive Mgmt For For
Compensation.
4. Approval of additional shares for the Mgmt For For
Citigroup 2019 Stock Incentive Plan.
5. Advisory vote to Approve the Frequency of Mgmt 1 Year For
Future Advisory Votes on Executive
Compensation.
6. Stockholder proposal requesting that Shr For Against
shareholders ratify the termination pay of
any senior manager.
7. Stockholder proposal requesting an Shr Against For
Independent Board Chairman.
8. Stockholder proposal requesting a report on Shr Against For
the effectiveness of Citi's policies and
practices in respecting Indigenous Peoples'
rights in Citi's existing and proposed
financing.
9. Stockholder proposal requesting that the Shr Against For
Board adopt a policy to phase out new
fossil fuel financing.
--------------------------------------------------------------------------------------------------------------------------
COMCAST CORPORATION Agenda Number: 935845492
--------------------------------------------------------------------------------------------------------------------------
Security: 20030N101
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: CMCSA
ISIN: US20030N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kenneth J. Bacon Mgmt For For
Thomas J. Baltimore Jr. Mgmt For For
Madeline S. Bell Mgmt For For
Edward D. Breen Mgmt For For
Gerald L. Hassell Mgmt For For
Jeffrey A. Honickman Mgmt For For
Maritza G. Montiel Mgmt For For
Asuka Nakahara Mgmt For For
David C. Novak Mgmt For For
Brian L. Roberts Mgmt For For
2. Ratification of the appointment of our Mgmt For For
independent auditors.
3. Approval of Comcast Corporation 2023 Mgmt For For
Omnibus Equity Incentive Plan.
4. Approval of Amended and Restated Comcast Mgmt For For
Corporation 2002 Employee Stock Purchase
Plan.
5. Advisory vote on executive compensation. Mgmt For For
6. Advisory vote on the frequency of the vote Mgmt 1 Year For
on executive compensation.
7. To perform independent racial equity audit. Shr Against For
8. To report on climate risk in default Shr Against For
retirement plan options.
9. To set different greenhouse gas emissions Shr Against For
reduction targets.
10. To report on political contributions and Shr Against For
company values alignment.
11. To report on business in China. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 935796194
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dennis V. Arriola Mgmt For For
1b. Election of Director: Jody Freeman Mgmt For For
1c. Election of Director: Gay Huey Evans Mgmt For For
1d. Election of Director: Jeffrey A. Joerres Mgmt For For
1e. Election of Director: Ryan M. Lance Mgmt For For
1f. Election of Director: Timothy A. Leach Mgmt For For
1g. Election of Director: William H. McRaven Mgmt For For
1h. Election of Director: Sharmila Mulligan Mgmt For For
1i. Election of Director: Eric D. Mullins Mgmt For For
1j. Election of Director: Arjun N. Murti Mgmt For For
1k. Election of Director: Robert A. Niblock Mgmt For For
1l. Election of Director: David T. Seaton Mgmt For For
1m. Election of Director: R.A. Walker Mgmt For For
2. Proposal to ratify appointment of Ernst & Mgmt For For
Young LLP as ConocoPhillips' independent
registered public accounting firm for 2023.
3. Advisory Approval of Executive Mgmt For For
Compensation.
4. Advisory Vote on Frequency of Advisory Vote Mgmt 1 Year
on Executive Compensation.
5. Adoption of Amended and Restated Mgmt For For
Certificate of Incorporation on Right to
Call Special Meeting.
6. Approval of 2023 Omnibus Stock and Mgmt For For
Performance Incentive Plan of
ConocoPhillips.
7. Independent Board Chairman. Shr Against For
8. Share Retention Until Retirement. Shr Against For
9. Report on Tax Payments. Shr Against For
10. Report on Lobbying Activities. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 935795510
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr Against For
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr Against For
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
DISCOVER FINANCIAL SERVICES Agenda Number: 935796322
--------------------------------------------------------------------------------------------------------------------------
Security: 254709108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: DFS
ISIN: US2547091080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Directors: Jeffrey S. Aronin Mgmt For For
1B Election of Directors: Mary K. Bush Mgmt For For
1C Election of Directors: Gregory C. Case Mgmt For For
1D Election of Directors: Candace H. Duncan Mgmt For For
1E Election of Directors: Joseph F. Eazor Mgmt For For
1F Election of Directors: Roger C. Hochschild Mgmt For For
1G Election of Directors: Thomas G. Maheras Mgmt For For
1H Election of Directors: John B. Owen Mgmt For For
1I Election of Directors: David L. Rawlinson Mgmt For For
II
1J Election of Directors: Beverley A. Sibblies Mgmt For For
1K Election of Directors: Mark A. Thierer Mgmt For For
1L Election of Directors: Jennifer L. Wong Mgmt For For
2 Advisory vote to approve named executive Mgmt For For
officer compensation:
3 Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation:
4 To approve the Discover Financial Services Mgmt For For
2023 Omnibus Incentive Plan:
5 To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm:
--------------------------------------------------------------------------------------------------------------------------
DTE ENERGY COMPANY Agenda Number: 935784846
--------------------------------------------------------------------------------------------------------------------------
Security: 233331107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: DTE
ISIN: US2333311072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David A. Brandon Mgmt For For
Charles G. McClure, Jr. Mgmt For For
Gail J. McGovern Mgmt For For
Mark A. Murray Mgmt For For
Gerardo Norcia Mgmt For For
Robert C. Skaggs, Jr. Mgmt For For
David A. Thomas Mgmt For For
Gary H. Torgow Mgmt For For
James H. Vandenberghe Mgmt For For
Valerie M. Williams Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors
3. Provide a nonbinding vote to approve the Mgmt For For
Company's executive compensation
4. Provide a nonbinding vote on the frequency Mgmt 1 Year For
of advisory votes to approve executive
compensation
5. Vote on a management proposal to amend our Mgmt For For
bylaws to allow shareholders with 15%
outstanding company stock in the aggregate
(held at least one year) to call a special
meeting
6. Vote on a shareholder proposal to amend our Shr Against For
bylaws to allow shareholders with 10%
outstanding company stock in the aggregate
to call a special meeting
7. Vote on a shareholder proposal to publish a Shr Against For
lobbying report
--------------------------------------------------------------------------------------------------------------------------
ELEVANCE HEALTH, INC. Agenda Number: 935797502
--------------------------------------------------------------------------------------------------------------------------
Security: 036752103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: ELV
ISIN: US0367521038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gail K. Boudreaux Mgmt For For
1b. Election of Director: R. Kerry Clark Mgmt For For
1c. Election of Director: Robert L. Dixon, Jr. Mgmt For For
1d. Election of Director: Deanna D. Strable Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote to approve the compensation
of our named executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the independent registered public
accounting firm for 2023.
5. Shareholder proposal to allow shareholders Shr Against For
owning 10% or more of our common stock to
call a special meeting of shareholders.
6. Shareholder proposal requesting annual Shr Against For
reporting from third parties seeking
financial support.
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION Agenda Number: 935823977
--------------------------------------------------------------------------------------------------------------------------
Security: 30231G102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: XOM
ISIN: US30231G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael J. Angelakis Mgmt For For
1b. Election of Director: Susan K. Avery Mgmt For For
1c. Election of Director: Angela F. Braly Mgmt For For
1d. Election of Director: Gregory J. Goff Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Kaisa H. Hietala Mgmt For For
1g. Election of Director: Joseph L. Hooley Mgmt For For
1h. Election of Director: Steven A. Kandarian Mgmt For For
1i. Election of Director: Alexander A. Karsner Mgmt For For
1j. Election of Director: Lawrence W. Kellner Mgmt For For
1k. Election of Director: Jeffrey W. Ubben Mgmt For For
1l. Election of Director: Darren W. Woods Mgmt For For
2. Ratification of Independent Auditors Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation
4. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation
5. Establish a New Board Committee on Shr Against For
Decarbonization Risk
6. Reduce Executive Stock Holding Period Shr Against For
7. Additional Carbon Capture and Storage and Shr Against For
Emissions Report
8. Additional Direct Methane Measurement Shr Against For
9. Establish a Scope 3 Target and Reduce Shr Against For
Hydrocarbon Sales
10. Additional Report on Worst-case Spill and Shr Against For
Response Plans
11. GHG Reporting on Adjusted Basis Shr Against For
12. Report on Asset Retirement Obligations Shr Against For
Under IEA NZE Scenario
13. Report on Plastics Under SCS Scenario Shr Against For
14. Litigation Disclosure Beyond Legal and Shr Against For
Accounting Requirements
15. Tax Reporting Beyond Legal Requirements Shr Against For
16. Energy Transition Social Impact Report Shr Against For
17. Report on Commitment Against AMAP Work Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
GILEAD SCIENCES, INC. Agenda Number: 935788438
--------------------------------------------------------------------------------------------------------------------------
Security: 375558103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GILD
ISIN: US3755581036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacqueline K. Barton, Mgmt For For
Ph.D.
1b. Election of Director: Jeffrey A. Bluestone, Mgmt For For
Ph.D.
1c. Election of Director: Sandra J. Horning, Mgmt For For
M.D.
1d. Election of Director: Kelly A. Kramer Mgmt For For
1e. Election of Director: Kevin E. Lofton Mgmt For For
1f. Election of Director: Harish Manwani Mgmt For For
1g. Election of Director: Daniel P. O'Day Mgmt For For
1h. Election of Director: Javier J. Rodriguez Mgmt For For
1i. Election of Director: Anthony Welters Mgmt For For
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers as presented in the Proxy
Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory stockholder
votes on executive compensation.
5. To approve an amendment and restatement of Mgmt For For
the Gilead Sciences, Inc. Employee Stock
Purchase Plan and the Gilead Sciences, Inc.
International Employee Stock Purchase Plan.
6. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board implement a process to
nominate at least one more candidate than
the number of directors to be elected.
7. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board amend the company
governing documents to give street name
shares and non-street name shares an equal
right to call a special stockholder
meeting.
8. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting a report on a process by which
the impact of extended patent exclusivities
on product access would be considered in
deciding whether to apply for secondary and
tertiary patents.
--------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 935809117
--------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HES
ISIN: US42809H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: T.J. CHECKI
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L.S.
COLEMAN, JR.
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L. GLATCH
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.B. HESS
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: E.E.
HOLIDAY
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: M.S.
LIPSCHULTZ
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: R.J.
MCGUIRE
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: D. MCMANUS
1i. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.O. MEYERS
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.F.
OVELMEN
1k. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.H.
QUIGLEY
1l. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: W.G.
SCHRADER
2. Advisory approval of the compensation of Mgmt For For
our named executive officers.
3. Advisory approval on the frequency of Mgmt 1 Year For
voting on executive compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accountants for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
INVITATION HOMES INC. Agenda Number: 935801490
--------------------------------------------------------------------------------------------------------------------------
Security: 46187W107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: INVH
ISIN: US46187W1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael D. Fascitelli Mgmt For For
Dallas B. Tanner Mgmt For For
Jana Cohen Barbe Mgmt For For
Richard D. Bronson Mgmt For For
Jeffrey E. Kelter Mgmt For For
Joseph D. Margolis Mgmt For For
John B. Rhea Mgmt For For
Janice L. Sears Mgmt For For
F. A. Sevilla-Sacasa Mgmt For For
Keith D. Taylor Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for 2023.
3. To approve, in a non-binding advisory vote, Mgmt For For
the compensation paid to our named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
J.B. HUNT TRANSPORT SERVICES, INC. Agenda Number: 935775594
--------------------------------------------------------------------------------------------------------------------------
Security: 445658107
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: JBHT
ISIN: US4456581077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Francesca M. Mgmt For For
Edwardson
1.2 Election of Director: Wayne Garrison Mgmt For For
1.3 Election of Director: Sharilyn S. Gasaway Mgmt For For
1.4 Election of Director: Thad (John B. III) Mgmt For For
Hill
1.5 Election of Director: Bryan Hunt Mgmt For For
1.6 Election of Director: Persio Lisboa Mgmt For For
1.7 Election of Director: John N. Roberts III Mgmt For For
1.8 Election of Director: James L. Robo Mgmt For For
1.9 Election of Director: Kirk Thompson Mgmt For For
2. To consider and approve an advisory Mgmt For For
resolution regarding the Company's
compensation of its named executive
officers.
3. To consider and act upon an advisory vote Mgmt 1 Year For
to determine the frequency with which
stockholders will consider and approve an
advisory vote on the Company's compensation
of its named executive officers.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent public accountants for calendar
year 2023.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 935776813
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Darius Adamczyk Mgmt For For
1b. Election of Director: Mary C. Beckerle Mgmt For For
1c. Election of Director: D. Scott Davis Mgmt For For
1d. Election of Director: Jennifer A. Doudna Mgmt For For
1e. Election of Director: Joaquin Duato Mgmt For For
1f. Election of Director: Marillyn A. Hewson Mgmt For For
1g. Election of Director: Paula A. Johnson Mgmt For For
1h. Election of Director: Hubert Joly Mgmt For For
1I. Election of Director: Mark B. McClellan Mgmt For For
1j. Election of Director: Anne M. Mulcahy Mgmt For For
1k. Election of Director: Mark A. Weinberger Mgmt For For
1l. Election of Director: Nadja Y. West Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote on the Frequency of Voting to Mgmt 1 Year For
Approve Named Executive Officer
Compensation
4. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
5. Proposal Withdrawn (Federal Securities Laws Shr Against
Mandatory Arbitration Bylaw)
6. Vaccine Pricing Report Shr Against For
7. Executive Compensation Adjustment Policy Shr Against For
8. Impact of Extended Patent Exclusivities on Shr Against For
Product Access
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
LAM RESEARCH CORPORATION Agenda Number: 935711728
--------------------------------------------------------------------------------------------------------------------------
Security: 512807108
Meeting Type: Annual
Meeting Date: 08-Nov-2022
Ticker: LRCX
ISIN: US5128071082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sohail U. Ahmed Mgmt For For
1b. Election of Director: Timothy M. Archer Mgmt For For
1c. Election of Director: Eric K. Brandt Mgmt For For
1d. Election of Director: Michael R. Cannon Mgmt For For
1e. Election of Director: Bethany J. Mayer Mgmt For For
1f. Election of Director: Jyoti K. Mehra Mgmt For For
1g. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1h. Election of Director: Lih Shyng (Rick L.) Mgmt For For
Tsai
1i. Election of Director: Leslie F. Varon Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the named executive officers of Lam
Research, or "Say on Pay."
3. Ratification of the appointment of the Mgmt For For
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
LAS VEGAS SANDS CORP. Agenda Number: 935799479
--------------------------------------------------------------------------------------------------------------------------
Security: 517834107
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: LVS
ISIN: US5178341070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Robert G. Goldstein Mgmt For For
Patrick Dumont Mgmt For For
Irwin Chafetz Mgmt For For
Micheline Chau Mgmt For For
Charles D. Forman Mgmt For For
Nora M. Jordan Mgmt For For
Lewis Kramer Mgmt For For
David F. Levi Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. An advisory (non-binding) vote to approve Mgmt For For
the compensation of the named executive
officers.
4. An advisory (non-binding) vote on how Mgmt 1 Year For
frequently stockholders should vote to
approve the compensation of the named
executive officers.
5. Shareholder proposal to require the Company Shr Against For
to include in its proxy statement each
director/nominee's self identified gender
and race/ethnicity, as well as certain
skills and attributes, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LOWE'S COMPANIES, INC. Agenda Number: 935817190
--------------------------------------------------------------------------------------------------------------------------
Security: 548661107
Meeting Type: Annual
Meeting Date: 26-May-2023
Ticker: LOW
ISIN: US5486611073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Raul Alvarez Mgmt For For
David H. Batchelder Mgmt For For
Scott H. Baxter Mgmt For For
Sandra B. Cochran Mgmt For For
Laurie Z. Douglas Mgmt For For
Richard W. Dreiling Mgmt For For
Marvin R. Ellison Mgmt For For
Daniel J. Heinrich Mgmt For For
Brian C. Rogers Mgmt For For
Bertram L. Scott Mgmt For For
Colleen Taylor Mgmt For For
Mary Beth West Mgmt For For
2. Advisory vote to approve the Company's Mgmt For For
named executive officer compensation in
fiscal 2022.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the Company's
named executive officer compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal requesting an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 935780999
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: J.
Michael Stice
1b. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: John P.
Surma
1c. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Susan
Tomasky
1d. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Toni
Townes-Whitley
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent auditor for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
company's named executive officer
compensation.
4. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
declassify the Board of Directors.
5. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
eliminate the supermajority provisions.
6. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
increase the maximum size of the Board of
Directors.
7. Shareholder proposal seeking a simple Shr Against For
majority vote.
8. Shareholder proposal seeking an amendment Shr Against For
to the company's existing clawback
provisions.
9. Shareholder proposal seeking a report on Shr Against For
just transition.
10. Shareholder proposal seeking an audited Shr Against For
report on asset retirement obligations.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 935801541
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony K. Anderson Mgmt For For
1b. Election of Director: John Q. Doyle Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Oscar Fanjul Mgmt For For
1e. Election of Director: H. Edward Hanway Mgmt For For
1f. Election of Director: Judith Hartmann Mgmt For For
1g. Election of Director: Deborah C. Hopkins Mgmt For For
1h. Election of Director: Tamara Ingram Mgmt For For
1i. Election of Director: Jane H. Lute Mgmt For For
1j. Election of Director: Steven A. Mills Mgmt For For
1k. Election of Director: Bruce P. Nolop Mgmt For For
1l. Election of Director: Morton O. Schapiro Mgmt For For
1m. Election of Director: Lloyd M. Yates Mgmt For For
1n. Election of Director: Ray G. Young Mgmt For For
2. Advisory (Nonbinding) Vote to Approve Named Mgmt For For
Executive Officer Compensation
3. Advisory (Nonbinding) Vote on the Frequency Mgmt 1 Year For
of Future Votes on Named Executive Officer
Compensation
4. Ratification of Selection of Independent Mgmt For For
Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 935858437
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For
1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For
1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For
1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For
1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For
1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For
1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For
1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For
1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For
1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For
1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For
2. Advisory approval of Mastercard's executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Approval of Mastercard Incorporated Mgmt For For
Employee Stock Purchase Plan.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for Mastercard for 2023.
6. Consideration of a stockholder proposal Shr Against For
requesting a report on ensuring respect for
civil liberties.
7. Consideration of a stockholder proposal Shr Against For
requesting a report on Mastercard's stance
on new Merchant Category Code.
8. Consideration of a stockholder proposal Shr Against For
requesting lobbying disclosure.
9. Consideration of a stockholder proposal Shr Against For
requesting stockholders approve advance
notice bylaw amendments.
10. Consideration of a stockholder proposal Shr Against For
requesting a report on the cost-benefit
analysis of diversity and inclusion
efforts.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 935819788
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Anthony Capuano
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Kareem Daniel
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Lloyd Dean
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Catherine Engelbert
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Margaret Georgiadis
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Enrique Hernandez, Jr.
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher
Kempczinski
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard Lenny
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: John Mulligan
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Jennifer Taubert
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Paul Walsh
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Amy Weaver
1m. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Miles White
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Advisory vote to ratify the appointment of Mgmt For For
Ernst & Young LLP as independent auditor
for 2023.
5. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (1 of 2).
6. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (2 of 2).
7. Advisory Vote on Annual Report on Shr Against For
"Communist China."
8. Advisory Vote on Civil Rights & Returns to Shr Against For
Merit Audit.
9. Advisory Vote on Annual Report on Lobbying Shr Against For
Activities.
10. Advisory Vote on Annual Report on Global Shr Against For
Political Influence.
11. Advisory Vote on Poultry Welfare Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC PLC Agenda Number: 935723610
--------------------------------------------------------------------------------------------------------------------------
Security: G5960L103
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: MDT
ISIN: IE00BTN1Y115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Richard H.
Anderson
1b. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Craig
Arnold
1c. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Scott C.
Donnelly
1d. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Lidia L.
Fonseca
1e. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Andrea J.
Goldsmith, Ph.D.
1f. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Randall J.
Hogan, III
1g. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kevin E.
Lofton
1h. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Geoffrey
S. Martha
1i. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Elizabeth
G. Nabel, M.D.
1j. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Denise M.
O'Leary
1k. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kendall J.
Powell
2. Ratifying, in a non-binding vote, the Mgmt For For
appointment of PricewaterhouseCoopers LLP
as the Company's independent auditor for
fiscal year 2023 and authorizing, in a
binding vote, the Board of Directors,
acting through the Audit Committee, to set
the auditor's remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Renewing the Board of Directors' authority Mgmt For For
to issue shares under Irish law.
5. Renewing the Board of Directors' authority Mgmt For For
to opt out of pre-emption rights under
Irish law.
6. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Medtronic ordinary shares.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 935809080
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1b. Election of Director: Mary Ellen Coe Mgmt For For
1c. Election of Director: Pamela J. Craig Mgmt For For
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Thomas H. Glocer Mgmt For For
1f. Election of Director: Risa J. Mgmt For For
Lavizzo-Mourey, M.D.
1g. Election of Director: Stephen L. Mayo, Mgmt For For
Ph.D.
1h. Election of Director: Paul B. Rothman, M.D. Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Christine E. Seidman, Mgmt For For
M.D.
1k. Election of Director: Inge G. Thulin Mgmt For For
1l. Election of Director: Kathy J. Warden Mgmt For For
1m. Election of Director: Peter C. Wendell Mgmt For For
2. Non-binding advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
3. Non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future votes to approve the
compensation of our named executive
officers.
4. Ratification of the appointment of the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder proposal regarding business Shr Against For
operations in China.
6. Shareholder proposal regarding access to Shr Against For
COVID-19 products.
7. Shareholder proposal regarding indirect Shr Against For
political spending.
8. Shareholder proposal regarding patents and Shr Against For
access.
9. Shareholder proposal regarding a congruency Shr Against For
report of partnerships with globalist
organizations.
10. Shareholder proposal regarding an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
META PLATFORMS, INC. Agenda Number: 935830960
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: META
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt For For
Marc L. Andreessen Mgmt For For
Andrew W. Houston Mgmt For For
Nancy Killefer Mgmt For For
Robert M. Kimmitt Mgmt For For
Sheryl K. Sandberg Mgmt For For
Tracey T. Travis Mgmt For For
Tony Xu Mgmt For For
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Meta Platforms, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. A shareholder proposal regarding government Shr Against For
takedown requests.
4. A shareholder proposal regarding dual class Shr Against For
capital structure.
5. A shareholder proposal regarding human Shr Against For
rights impact assessment of targeted
advertising.
6. A shareholder proposal regarding report on Shr Against For
lobbying disclosures.
7. A shareholder proposal regarding report on Shr Against For
allegations of political entanglement and
content management biases in India.
8. A shareholder proposal regarding report on Shr Against For
framework to assess company lobbying
alignment with climate goals.
9. A shareholder proposal regarding report on Shr Against For
reproductive rights and data privacy.
10. A shareholder proposal regarding report on Shr Against For
enforcement of Community Standards and user
content.
11. A shareholder proposal regarding report on Shr Against For
child safety impacts and actual harm
reduction to children.
12. A shareholder proposal regarding report on Shr Against For
pay calibration to externalized costs.
13. A shareholder proposal regarding Shr Against For
performance review of the audit & risk
oversight committee.
--------------------------------------------------------------------------------------------------------------------------
MICRON TECHNOLOGY, INC. Agenda Number: 935742177
--------------------------------------------------------------------------------------------------------------------------
Security: 595112103
Meeting Type: Annual
Meeting Date: 12-Jan-2023
Ticker: MU
ISIN: US5951121038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Richard M. Beyer Mgmt For For
1b. ELECTION OF DIRECTOR: Lynn A. Dugle Mgmt For For
1c. ELECTION OF DIRECTOR: Steven J. Gomo Mgmt For For
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth Mgmt For For
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy Mgmt For For
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra Mgmt For For
1g. ELECTION OF DIRECTOR: Robert E. Switz Mgmt For For
1h. ELECTION OF DIRECTOR: MaryAnn Wright Mgmt For For
2. PROPOSAL BY THE COMPANY TO APPROVE A Mgmt For For
NON-BINDING RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS DESCRIBED IN THE PROXY
STATEMENT.
3. PROPOSAL BY THE COMPANY TO APPROVE OUR Mgmt For For
AMENDED AND RESTATED 2007 EQUITY INCENTIVE
PLAN TO INCREASE THE SHARES RESERVED FOR
ISSUANCE THERUNDER BY 50 MILLION AS
DESCRIBED IN THE PROXY STATEMENT.
4. PROPOSAL BY THE COMPANY TO RATIFY THE Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR THE
FISCAL YEAR ENDING AUGUST 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 935809357
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lewis W.K. Booth Mgmt For For
1b. Election of Director: Charles E. Bunch Mgmt For For
1c. Election of Director: Ertharin Cousin Mgmt For For
1d. Election of Director: Jorge S. Mesquita Mgmt For For
1e. Election of Director: Anindita Mukherjee Mgmt For For
1f. Election of Director: Jane Hamilton Nielsen Mgmt For For
1g. Election of Director: Patrick T. Siewert Mgmt For For
1h. Election of Director: Michael A. Todman Mgmt For For
1i. Election of Director: Dirk Van de Put Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Votes to Approve Executive Compensation.
4. Ratification of the Selection of Mgmt For For
PricewaterhouseCoopers LLP as Independent
Registered Public Accountants for Fiscal
Year Ending December 31, 2023.
5. Require Independent Chair of the Board. Shr Against For
6. Publish Annual Benchmarks for Achieving Shr Against For
Company's 2025 Cage-Free Egg Goal.
7. Adopt Public Targets to Eradicate Child Shr Against For
Labor in Cocoa Supply Chain
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 935852485
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: MNST
ISIN: US61174X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rodney C. Sacks Mgmt For For
Hilton H. Schlosberg Mgmt For For
Mark J. Hall Mgmt For For
Ana Demel Mgmt For For
James L. Dinkins Mgmt For For
Gary P. Fayard Mgmt For For
Tiffany M. Hall Mgmt For For
Jeanne P. Jackson Mgmt For For
Steven G. Pizula Mgmt For For
Mark S. Vidergauz Mgmt For For
2. Proposal to ratify the appointment of Ernst Mgmt For For
& Young LLP as the independent registered
public accounting firm of the Company for
the fiscal year ending December 31, 2023.
3. Proposal to approve, on a non-binding, Mgmt For For
advisory basis, the compensation of the
Company's named executive officers.
4. Proposal to approve, on a non-binding, Mgmt 1 Year For
advisory basis, the frequency with which
stockholders will approve the compensation
of the Company's named executive officers.
5. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to increase the number
of authorized shares of common stock, par
value $0.005 per share, from 1,250,000,000
shares to 5,000,000,000 shares.
6. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to reflect new
Delaware law provisions regarding officer
exculpation.
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 935831126
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Mathias Dopfner
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Reed Hastings
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Jay Hoag
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Ted Sarandos
2. Ratification of appointment of independent Mgmt For For
registered public accounting firm.
3. Advisory approval of named executive Mgmt For For
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal entitled, "Proposal 5 Shr Against For
- Reform the Current Impossible Special
Shareholder Meeting Requirements," if
properly presented at the meeting.
6. Stockholder proposal entitled, Shr Against For
"Netflix-Exclusive Board of Directors," if
properly presented at the meeting.
7. Stockholder proposal requesting a report on Shr Against For
the Company's 401(K) Plan, if properly
presented at the meeting.
8. Stockholder proposal entitled, "Policy on Shr Against For
Freedom of Association," if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NORTHROP GRUMMAN CORPORATION Agenda Number: 935809763
--------------------------------------------------------------------------------------------------------------------------
Security: 666807102
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: NOC
ISIN: US6668071029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kathy J. Warden Mgmt For For
1b. Election of Director: David P. Abney Mgmt For For
1c. Election of Director: Marianne C. Brown Mgmt For For
1d. Election of Director: Ann M. Fudge Mgmt For For
1e. Election of Director: Madeleine A. Kleiner Mgmt For For
1f. Election of Director: Arvind Krishna Mgmt For For
1g. Election of Director: Graham N. Robinson Mgmt For For
1h. Election of Director: Kimberly A. Ross Mgmt For For
1i. Election of Director: Gary Roughead Mgmt For For
1j. Election of Director: Thomas M. Schoewe Mgmt For For
1k. Election of Director: James S. Turley Mgmt For For
1l. Election of Director: Mark A. Welsh III Mgmt For For
1m. Election of Director: Mary A. Winston Mgmt For For
2. Proposal to approve, on an advisory basis, Mgmt For For
the compensation of the Company's Named
Executive Officers.
3. Proposal to vote on the preferred frequency Mgmt 1 Year For
of future advisory votes on the
compensation of the Company's Named
Executive Officers.
4. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as the Company's
Independent Auditor for fiscal year ending
December 31, 2023.
5. Proposal to amend the Company's Amended and Mgmt For For
Restated Certificate of Incorporation to
reduce the threshold to call a special
meeting of shareholders.
6. Shareholder proposal to annually conduct an Shr Against For
evaluation and issue a report describing
the alignment of the Company's political
activities with its human rights policy
7. Shareholder proposal to provide for an Shr Against For
independent Board chair.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION Agenda Number: 935715182
--------------------------------------------------------------------------------------------------------------------------
Security: 68389X105
Meeting Type: Annual
Meeting Date: 16-Nov-2022
Ticker: ORCL
ISIN: US68389X1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Awo Ablo Mgmt For For
Jeffrey S. Berg Mgmt For For
Michael J. Boskin Mgmt For For
Safra A. Catz Mgmt For For
Bruce R. Chizen Mgmt For For
George H. Conrades Mgmt For For
Lawrence J. Ellison Mgmt For For
Rona A. Fairhead Mgmt For For
Jeffrey O. Henley Mgmt For For
Renee J. James Mgmt For For
Charles W. Moorman Mgmt For For
Leon E. Panetta Mgmt For For
William G. Parrett Mgmt For For
Naomi O. Seligman Mgmt For For
Vishal Sikka Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Ratification of the Selection of our Mgmt For For
Independent Registered Public Accounting
Firm.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 935821036
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rodney C. Adkins Mgmt For For
1b. Election of Director: Jonathan Christodoro Mgmt For For
1c. Election of Director: John J. Donahoe Mgmt For For
1d. Election of Director: David W. Dorman Mgmt For For
1e. Election of Director: Belinda J. Johnson Mgmt For For
1f. Election of Director: Enrique Lores Mgmt For For
1g. Election of Director: Gail J. McGovern Mgmt For For
1h. Election of Director: Deborah M. Messemer Mgmt For For
1i. Election of Director: David M. Moffett Mgmt For For
1j. Election of Director: Ann M. Sarnoff Mgmt For For
1k. Election of Director: Daniel H. Schulman Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Approval of the PayPal Holdings, Inc. 2015 Mgmt For For
Equity Incentive Award Plan, as Amended and
Restated.
4. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our
Independent Auditor for 2023.
5. Stockholder Proposal - Provision of Shr Against For
Services in Conflict Zones.
6. Stockholder Proposal - Reproductive Rights Shr Against For
and Data Privacy.
7. Stockholder Proposal - PayPal Transparency Shr Against For
Reports.
8. Stockholder Proposal - Report on Ensuring Shr Against For
Respect for Civil Liberties.
9. Stockholder Proposal - Adopt Majority Vote Shr Against For
Standard for Director Elections.
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 935784795
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Segun Agbaje Mgmt For For
1b. Election of Director: Jennifer Bailey Mgmt For For
1c. Election of Director: Cesar Conde Mgmt For For
1d. Election of Director: Ian Cook Mgmt For For
1e. Election of Director: Edith W. Cooper Mgmt For For
1f. Election of Director: Susan M. Diamond Mgmt For For
1g. Election of Director: Dina Dublon Mgmt For For
1h. Election of Director: Michelle Gass Mgmt For For
1i. Election of Director: Ramon L. Laguarta Mgmt For For
1j. Election of Director: Dave J. Lewis Mgmt For For
1k. Election of Director: David C. Page Mgmt For For
1l. Election of Director: Robert C. Pohlad Mgmt For For
1m. Election of Director: Daniel Vasella Mgmt For For
1n. Election of Director: Darren Walker Mgmt For For
1o. Election of Director: Alberto Weisser Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for fiscal year
2023.
3. Advisory approval of the Company's Mgmt For For
executive compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
5. Shareholder Proposal - Independent Board Shr Against For
Chair.
6. Shareholder Proposal - Global Transparency Shr Against For
Report.
7. Shareholder Proposal - Report on Impacts of Shr Against For
Reproductive Healthcare Legislation
8. Shareholder Proposal - Congruency Report on Shr Against For
Net-Zero Emissions Policies.
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 935778451
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: PFE
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald E. Blaylock Mgmt For For
1b. Election of Director: Albert Bourla Mgmt For For
1c. Election of Director: Susan Mgmt For For
Desmond-Hellmann
1d. Election of Director: Joseph J. Echevarria Mgmt For For
1e. Election of Director: Scott Gottlieb Mgmt For For
1f. Election of Director: Helen H. Hobbs Mgmt For For
1g. Election of Director: Susan Hockfield Mgmt For For
1h. Election of Director: Dan R. Littman Mgmt For For
1i. Election of Director: Shantanu Narayen Mgmt For For
1j. Election of Director: Suzanne Nora Johnson Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: James C. Smith Mgmt For For
2. Ratify the selection of KPMG LLP as Mgmt For For
independent registered public accounting
firm for 2023
3. 2023 advisory approval of executive Mgmt For For
compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
5. Shareholder proposal regarding ratification Shr For Against
of termination pay
6. Shareholder proposal regarding independent Shr Against For
board chairman policy
7. Shareholder proposal regarding transfer of Shr Against For
intellectual property to potential COVID-19
manufacturers feasibility report
8. Shareholder proposal regarding impact of Shr Against For
extended patent exclusivities on product
access report
9. Shareholder proposal regarding political Shr Against For
contributions congruency report
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 935785040
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PM
ISIN: US7181721090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brant Bonin Bough Mgmt For For
1b. Election of Director: Andre Calantzopoulos Mgmt For For
1c. Election of Director: Michel Combes Mgmt For For
1d. Election of Director: Juan Jose Daboub Mgmt For For
1e. Election of Director: Werner Geissler Mgmt For For
1f. Election of Director: Lisa A. Hook Mgmt For For
1g. Election of Director: Jun Makihara Mgmt For For
1h. Election of Director: Kalpana Morparia Mgmt For For
1i. Election of Director: Jacek Olczak Mgmt For For
1j. Election of Director: Robert B. Polet Mgmt For For
1k. Election of Director: Dessislava Temperley Mgmt For For
1l. Election of Director: Shlomo Yanai Mgmt For For
2. Advisory Vote Approving Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes, with the Board of
Directors Recommending a Say-On-Pay Vote
4. Ratification of the Selection of Mgmt For For
Independent Auditors
5. Shareholder Proposal to make nicotine level Shr Against For
information available to customers and
begin reducing nicotine levels
--------------------------------------------------------------------------------------------------------------------------
PIONEER NATURAL RESOURCES COMPANY Agenda Number: 935817241
--------------------------------------------------------------------------------------------------------------------------
Security: 723787107
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: PXD
ISIN: US7237871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: A.R. Alameddine Mgmt For For
1b. ELECTION OF DIRECTOR: Lori G. Billingsley Mgmt For For
1c. ELECTION OF DIRECTOR: Edison C. Buchanan Mgmt For For
1d. ELECTION OF DIRECTOR: Richard P. Dealy Mgmt For For
1e. ELECTION OF DIRECTOR: Maria S. Dreyfus Mgmt For For
1f. ELECTION OF DIRECTOR: Matthew M. Gallagher Mgmt For For
1g. ELECTION OF DIRECTOR: Phillip A. Gobe Mgmt For For
1h. ELECTION OF DIRECTOR: Stacy P. Methvin Mgmt For For
1i. ELECTION OF DIRECTOR: Royce W. Mitchell Mgmt For For
1j. ELECTION OF DIRECTOR: Scott D. Sheffield Mgmt For For
1k. ELECTION OF DIRECTOR: J. Kenneth Thompson Mgmt For For
1l. ELECTION OF DIRECTOR: Phoebe A. Wood Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2023.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PPG INDUSTRIES, INC. Agenda Number: 935774895
--------------------------------------------------------------------------------------------------------------------------
Security: 693506107
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: PPG
ISIN: US6935061076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: STEPHEN F.
ANGEL
1.2 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: HUGH GRANT
1.3 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: MELANIE L.
HEALEY
1.4 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: TIMOTHY M.
KNAVISH
1.5 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: GUILLERMO NOVO
2. APPROVE THE COMPENSATION OF THE COMPANY'S Mgmt For For
NAMED EXECUTIVE OFFICERS ON AN ADVISORY
BASIS
3. PROPOSAL TO RECOMMEND THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION
4. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2023
5. SHAREHOLDER PROPOSAL TO ADOPT A POLICY Shr Against For
REQUIRING AN INDEPENDENT BOARD CHAIR, IF
PROPERLY PRESENTED
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM INCORPORATED Agenda Number: 935757281
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: QCOM
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Sylvia Acevedo
1b. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Cristiano R. Amon
1c. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark Fields
1d. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jeffrey W. Henderson
1e. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Gregory N. Johnson
1f. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Ann M. Livermore
1g. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark D. McLaughlin
1h. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jamie S. Miller
1i. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Irene B. Rosenfeld
1j. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Kornelis (Neil) Smit
1k. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jean-Pascal Tricoire
1l. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Anthony J. Vinciquerra
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent public accountants for our
fiscal year ending September 24, 2023.
3. Approval of the QUALCOMM Incorporated 2023 Mgmt For For
Long-Term Incentive Plan.
4. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE, INC. Agenda Number: 935846127
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: CRM
ISIN: US79466L3024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc Benioff Mgmt For For
1b. Election of Director: Laura Alber Mgmt For For
1c. Election of Director: Craig Conway Mgmt For For
1d. Election of Director: Arnold Donald Mgmt For For
1e. Election of Director: Parker Harris Mgmt For For
1f. Election of Director: Neelie Kroes Mgmt For For
1g. Election of Director: Sachin Mehra Mgmt For For
1h. Election of Director: Mason Morfit Mgmt For For
1i. Election of Director: Oscar Munoz Mgmt For For
1j. Election of Director: John V. Roos Mgmt For For
1k. Election of Director: Robin Washington Mgmt For For
1l. Election of Director: Maynard Webb Mgmt For For
1m. Election of Director: Susan Wojcicki Mgmt For For
2. Amendment and restatement of our 2013 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
4. An advisory vote to approve the fiscal 2023 Mgmt For For
compensation of our named executive
officers.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding future advisory votes to approve
executive compensation.
6. A stockholder proposal requesting a policy Shr Against For
to require the Chair of the Board be an
independent member of the Board and not a
former CEO of the Company, if properly
presented at the meeting.
7. A stockholder proposal requesting a policy Shr Against For
to forbid all Company directors from
sitting on any other boards, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 935767105
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 05-Apr-2023
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Coleman Mgmt For For
1b. Election of Director: Patrick de La Mgmt For For
Chevardiere
1c. Election of Director: Miguel Galuccio Mgmt For For
1d. Election of Director: Olivier Le Peuch Mgmt For For
1e. Election of Director: Samuel Leupold Mgmt For For
1f. Election of Director: Tatiana Mitrova Mgmt For For
1g. Election of Director: Maria Moraeus Hanssen Mgmt For For
1h. Election of Director: Vanitha Narayanan Mgmt For For
1i. Election of Director: Mark Papa Mgmt For For
1j. Election of Director: Jeff Sheets Mgmt For For
1k. Election of Director: Ulrich Spiesshofer Mgmt For For
2. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
3. Advisory approval of our executive Mgmt For For
compensation.
4. Approval of our consolidated balance sheet Mgmt For For
at December 31, 2022; our consolidated
statement of income for the year ended
December 31, 2022; and the declarations of
dividends by our Board of Directors in
2022, as reflected in our 2022 Annual
Report to Shareholders.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935821062
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NOW
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Bostrom Mgmt For For
1b. Election of Director: Teresa Briggs Mgmt For For
1c. Election of Director: Jonathan C. Chadwick Mgmt For For
1d. Election of Director: Paul E. Chamberlain Mgmt For For
1e. Election of Director: Lawrence J. Jackson, Mgmt For For
Jr.
1f. Election of Director: Frederic B. Luddy Mgmt For For
1g. Election of Director: William R. McDermott Mgmt For For
1h. Election of Director: Jeffrey A. Miller Mgmt For For
1i. Election of Director: Joseph "Larry" Mgmt For For
Quinlan
1j. Election of Director: Anita M. Sands Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers ("Say-on-Pay").
3. To ratify PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting
firm for 2023.
4. To approve the Amended and Restated 2021 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
5. To elect Deborah Black as a director. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO. Agenda Number: 935815413
--------------------------------------------------------------------------------------------------------------------------
Security: 844741108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: LUV
ISIN: US8447411088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David W. Biegler Mgmt For For
1b. Election of Director: J. Veronica Biggins Mgmt For For
1c. Election of Director: Douglas H. Brooks Mgmt For For
1d. Election of Director: Eduardo F. Conrado Mgmt For For
1e. Election of Director: William H. Cunningham Mgmt For For
1f. Election of Director: Thomas W. Gilligan Mgmt For For
1g. Election of Director: David P. Hess Mgmt For For
1h. Election of Director: Robert E. Jordan Mgmt For For
1i. Election of Director: Gary C. Kelly Mgmt For For
1j. Election of Director: Elaine Mendoza Mgmt For For
1k. Election of Director: John T. Montford Mgmt For For
1l. Election of Director: Christopher P. Mgmt For For
Reynolds
1m. Election of Director: Ron Ricks Mgmt For For
1n. Election of Director: Jill A. Soltau Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on frequency of votes on Mgmt 1 Year For
named executive officer compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
5. Advisory vote on shareholder proposal to Shr Against For
permit shareholder removal of directors
without cause.
6. Advisory vote on shareholder proposal to Shr For Against
require shareholder ratification of
termination pay.
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt For For
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr Against For
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr Against For
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
STRYKER CORPORATION Agenda Number: 935785444
--------------------------------------------------------------------------------------------------------------------------
Security: 863667101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SYK
ISIN: US8636671013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary K. Brainerd Mgmt For For
1b. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1c. Election of Director: Srikant M. Datar, Mgmt For For
Ph.D.
1d. Election of Director: Allan C. Golston Mgmt For For
1e. Election of Director: Kevin A. Lobo (Chair Mgmt For For
of the Board, Chief Executive Officer and
President)
1f. Election of Director: Sherilyn S. McCoy Mgmt For For
(Lead Independent Director)
1g. Election of Director: Andrew K. Silvernail Mgmt For For
1h. Election of Director: Lisa M. Skeete Tatum Mgmt For For
1i. Election of Director: Ronda E. Stryker Mgmt For For
1j. Election of Director: Rajeev Suri Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Our Independent Registered
Public Accounting Firm for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation.
5. Shareholder Proposal on Political Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr Against
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935804636
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elon Musk Mgmt For For
1.2 Election of Director: Robyn Denholm Mgmt For For
1.3 Election of Director: JB Straubel Mgmt For For
2. Tesla proposal to approve executive Mgmt For For
compensation on a non- binding advisory
basis.
3. Tesla proposal to approve the frequency of Mgmt 3 Years For
future votes on executive compensation on a
non-binding advisory basis.
4. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
5. Stockholder proposal regarding reporting on Shr Against For
key-person risk.
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 935809523
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Marianne C. Brown Mgmt For For
1b. Election of director: Frank C. Herringer Mgmt For For
1c. Election of director: Gerri K. Mgmt For For
Martin-Flickinger
1d. Election of director: Todd M. Ricketts Mgmt For For
1e. Election of director: Carolyn Mgmt For For
Schwab-Pomerantz
2. Ratification of the selection of Deloitte & Mgmt For For
Touche LLP as independent auditors
3. Advisory vote to approve named executive Mgmt For For
officer compensation
4. Frequency of advisory vote on named Mgmt 1 Year For
executive officer compensation
5. Stockholder Proposal requesting pay equity Shr Against For
disclosure
6. Stockholder Proposal requesting company Shr Against For
report on discrimination risk oversight and
impact
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 935776685
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Herb Allen Mgmt For For
1b. Election of Director: Marc Bolland Mgmt For For
1c. Election of Director: Ana Botin Mgmt For For
1d. Election of Director: Christopher C. Davis Mgmt For For
1e. Election of Director: Barry Diller Mgmt For For
1f. Election of Director: Carolyn Everson Mgmt For For
1g. Election of Director: Helene D. Gayle Mgmt For For
1h. Election of Director: Alexis M. Herman Mgmt For For
1i. Election of Director: Maria Elena Mgmt For For
Lagomasino
1j. Election of Director: Amity Millhiser Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: Caroline J. Tsay Mgmt For For
1m. Election of Director: David B. Weinberg Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent Auditors of the Company to
serve for the 2023 fiscal year
5. Shareowner proposal requesting an audit of Shr Against For
the Company's impact on nonwhite
stakeholders
6. Shareowner proposal requesting a global Shr Against For
transparency report
7. Shareowner proposal regarding political Shr Against For
expenditures values alignment
8. Shareowner proposal requesting an Shr Against For
independent Board chair policy
9. Shareowner proposal requesting a report on Shr Against For
risks from state policies restricting
reproductive rights
--------------------------------------------------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC. Agenda Number: 935714659
--------------------------------------------------------------------------------------------------------------------------
Security: 518439104
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: EL
ISIN: US5184391044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Ronald S. Mgmt For For
Lauder
1b. Election of Class II Director: William P. Mgmt For For
Lauder
1c. Election of Class II Director: Richard D. Mgmt For For
Parsons
1d. Election of Class II Director: Lynn Mgmt For For
Forester de Rothschild
1e. Election of Class II Director: Jennifer Mgmt For For
Tejada
1f. Election of Class II Director: Richard F. Mgmt For For
Zannino
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the 2023 fiscal year.
3. Advisory vote to approve executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr Against For
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr Against For
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr Against For
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 935795659
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gerard J. Arpey Mgmt For For
1b. Election of Director: Ari Bousbib Mgmt For For
1c. Election of Director: Jeffery H. Boyd Mgmt For For
1d. Election of Director: Gregory D. Brenneman Mgmt For For
1e. Election of Director: J. Frank Brown Mgmt For For
1f. Election of Director: Albert P. Carey Mgmt For For
1g. Election of Director: Edward P. Decker Mgmt For For
1h. Election of Director: Linda R. Gooden Mgmt For For
1i. Election of Director: Wayne M. Hewett Mgmt For For
1j. Election of Director: Manuel Kadre Mgmt For For
1k. Election of Director: Stephanie C. Linnartz Mgmt For For
1l. Election of Director: Paula Santilli Mgmt For For
1m. Election of Director: Caryn Seidman-Becker Mgmt For For
2. Ratification of the Appointment of KPMG LLP Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation ("Say-on-Pay")
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-on-Pay Votes
5. Shareholder Proposal Regarding Amendment of Shr Against For
Shareholder Written Consent Right
6. Shareholder Proposal Regarding Independent Shr Against For
Board Chair
7. Shareholder Proposal Regarding Political Shr Against For
Contributions Congruency Analysis
8. Shareholder Proposal Regarding Rescission Shr Against For
of Racial Equity Audit Proposal Vote
9. Shareholder Proposal Regarding Senior Shr Against For
Management Commitment to Avoid Political
Speech
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 935703149
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 11-Oct-2022
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: B. Marc Allen Mgmt For For
1b. ELECTION OF DIRECTOR: Angela F. Braly Mgmt For For
1c. ELECTION OF DIRECTOR: Amy L. Chang Mgmt For For
1d. ELECTION OF DIRECTOR: Joseph Jimenez Mgmt For For
1e. ELECTION OF DIRECTOR: Christopher Mgmt For For
Kempczinski
1f. ELECTION OF DIRECTOR: Debra L. Lee Mgmt For For
1g. ELECTION OF DIRECTOR: Terry J. Lundgren Mgmt For For
1h. ELECTION OF DIRECTOR: Christine M. McCarthy Mgmt For For
1i. ELECTION OF DIRECTOR: Jon R. Moeller Mgmt For For
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam Mgmt For For
1k. ELECTION OF DIRECTOR: Patricia A. Woertz Mgmt For For
2. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm
3. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation (the "Say on Pay"
vote)
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 935847509
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose B. Alvarez Mgmt For For
1b. Election of Director: Alan M. Bennett Mgmt For For
1c. Election of Director: Rosemary T. Berkery Mgmt For For
1d. Election of Director: David T. Ching Mgmt For For
1e. Election of Director: C. Kim Goodwin Mgmt For For
1f. Election of Director: Ernie Herrman Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: Carol Meyrowitz Mgmt For For
1i. Election of Director: Jackwyn L. Nemerov Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers as TJX's independent
registered public accounting firm for
fiscal 2024.
3. Advisory approval of TJX's executive Mgmt For For
compensation (the say-on-pay vote).
4. Advisory approval of the frequency of TJX's Mgmt 1 Year For
say-on-pay votes.
5. Shareholder proposal for a report on Shr Against For
effectiveness of social compliance efforts
in TJX's supply chain.
6. Shareholder proposal for a report on risk Shr Against For
to TJX from supplier misclassification of
supplier's employees.
7. Shareholder proposal to adopt a paid sick Shr Against For
leave policy for all Associates.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 935766595
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Safra A. Catz Mgmt For For
1c. Election of Director: Amy L. Chang Mgmt For For
1d. Election of Director: Francis A. deSouza Mgmt For For
1e. Election of Director: Carolyn N. Everson Mgmt For For
1f. Election of Director: Michael B.G. Froman Mgmt For For
1g. Election of Director: Robert A. Iger Mgmt For For
1h. Election of Director: Maria Elena Mgmt For For
Lagomasino
1i. Election of Director: Calvin R. McDonald Mgmt For For
1j. Election of Director: Mark G. Parker Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal 2023.
3. Consideration of an advisory vote to Mgmt For For
approve executive compensation.
4. Consideration of an advisory vote on the Mgmt 1 Year For
frequency of advisory votes on executive
compensation.
5. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a report on
operations related to China.
6. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting charitable
contributions disclosure.
7. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a political
expenditures report.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 935831241
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: ULTA
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michelle L. Collins Mgmt For For
1b. Election of Director: Patricia A. Little Mgmt For For
1c. Election of Director: Heidi G. Petz Mgmt For For
1d. Election of Director: Michael C. Smith Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to declassify our Board of
Directors and provide for the annual
election of directors.
3. To approve amendments to our Bylaws to Mgmt For For
provide that directors may be removed by
the holders of a majority of the shares
then entitled to vote at an election of
directors and, if Proposal 2 is approved,
with or without cause.
4. To approve an amendment to our Certificate Mgmt For For
of Incorporation to replace all
supermajority voting standards for
amendments to the Certificate of
Incorporation with a majority standard.
5. To approve an amendment to our Bylaws to Mgmt For For
replace all supermajority voting standards
for amendments to the Bylaws with a
majority standard.
6. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year 2023,
ending February 3, 2024.
7. Advisory resolution to approve the Mgmt For For
Company's executive compensation.
8. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the Company's executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
VULCAN MATERIALS COMPANY Agenda Number: 935788200
--------------------------------------------------------------------------------------------------------------------------
Security: 929160109
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: VMC
ISIN: US9291601097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Melissa H. Anderson Mgmt For For
1b. Election of Director: O. B. Grayson Hall, Mgmt For For
Jr.
1c. Election of Director: Lydia H. Kennard Mgmt For For
1d. Election of Director: James T. Prokopanko Mgmt For For
1e. Election of Director: George Willis Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
WALMART INC. Agenda Number: 935833144
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cesar Conde Mgmt For For
1b. Election of Director: Timothy P. Flynn Mgmt For For
1c. Election of Director: Sarah J. Friar Mgmt For For
1d. Election of Director: Carla A. Harris Mgmt For For
1e. Election of Director: Thomas W. Horton Mgmt For For
1f. Election of Director: Marissa A. Mayer Mgmt For For
1g. Election of Director: C. Douglas McMillon Mgmt For For
1h. Election of Director: Gregory B. Penner Mgmt For For
1i. Election of Director: Randall L. Stephenson Mgmt For For
1j. Election of Director: S. Robson Walton Mgmt For For
1k. Election of Director: Steuart L. Walton Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Ernst & Young LLP as Mgmt For For
Independent Accountants.
5. Policy Regarding Worker Pay in Executive Shr Against For
Compensation.
6. Report on Human Rights Due Diligence. Shr Against For
7. Racial Equity Audit. Shr Against For
8. Racial and Gender Layoff Diversity Report. Shr Against For
9. Request to Require Shareholder Approval of Shr Against For
Certain Future Bylaw Amendments.
10. Report on Reproductive Rights and Data Shr Against For
Privacy.
11. Communist China Risk Audit. Shr Against For
12. Workplace Safety & Violence Review. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
Calamos Growth Fund
--------------------------------------------------------------------------------------------------------------------------
AAON, INC. Agenda Number: 935794099
--------------------------------------------------------------------------------------------------------------------------
Security: 000360206
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: AAON
ISIN: US0003602069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term ending in Mgmt For For
2026: Caron A. Lawhorn
1b. Election of Director for a term ending in Mgmt For For
2026: Stephen O. LeClair
1c. Election of Director for a term ending in Mgmt For For
2026: David R. Stewart
2. Proposal to approve, on an advisory basis, Mgmt For For
a resolution on the compensation of AAON's
named executive officers as set forth in
the Proxy Statement.
3. Proposal to ratify Grant Thornton LLP as Mgmt For For
the independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED DRAINAGE SYSTEMS, INC. Agenda Number: 935673170
--------------------------------------------------------------------------------------------------------------------------
Security: 00790R104
Meeting Type: Annual
Meeting Date: 21-Jul-2022
Ticker: WMS
ISIN: US00790R1041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anesa T. Chaibi Mgmt For For
1b. Election of Director: Robert M. Eversole Mgmt For For
1c. Election of Director: Alexander R. Fischer Mgmt For For
1d. Election of Director: Kelly S. Gast Mgmt For For
1e. Election of Director: M.A. (Mark) Haney Mgmt For For
1f. Election of Director: Ross M. Jones Mgmt For For
1g. Election of Director: Manuel Perez de la Mgmt For For
Mesa
1h. Election of Director: Anil Seetharam Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
fiscal year 2023.
3. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
4. Recommendation, in a non-binding advisory Mgmt 1 Year For
vote, for the frequency of future advisory
votes on executive compensation.
5. Approval of the Employee Stock Purchase Mgmt For For
Plan.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED ENERGY INDUSTRIES, INC. Agenda Number: 935781395
--------------------------------------------------------------------------------------------------------------------------
Security: 007973100
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: AEIS
ISIN: US0079731008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Grant H. Beard Mgmt For For
(Chairman)
1b. Election of Director: Frederick A. Ball Mgmt For For
1c. Election of Director: Anne T. DelSanto Mgmt For For
1d. Election of Director: Tina M. Donikowski Mgmt For For
1e. Election of Director: Ronald C. Foster Mgmt For For
1f. Election of Director: Stephen D. Kelley Mgmt For For
1g. Election of Director: Lanesha T. Minnix Mgmt For For
1h. Election of Director: David W. Reed Mgmt For For
1i. Election of Director: John A. Roush Mgmt For For
1j. Election of Director: Brian M. Shirley Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Advanced Energy's independent
registered public accounting firm for 2023.
3. Advisory approval on the compensation of Mgmt For For
our named executive officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Approval of Advanced Energy's 2023 Omnibus Mgmt For For
Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO DEVICES, INC. Agenda Number: 935797728
--------------------------------------------------------------------------------------------------------------------------
Security: 007903107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: AMD
ISIN: US0079031078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora M. Denzel Mgmt For For
1b. Election of Director: Mark Durcan Mgmt For For
1c. Election of Director: Michael P. Gregoire Mgmt For For
1d. Election of Director: Joseph A. Householder Mgmt For For
1e. Election of Director: John W. Marren Mgmt For For
1f. Election of Director: Jon A. Olson Mgmt For For
1g. Election of Director: Lisa T. Su Mgmt For For
1h. Election of Director: Abhi Y. Talwalkar Mgmt For For
1i. Election of Director: Elizabeth W. Mgmt For For
Vanderslice
2. Approve of the Advanced Micro Devices, Inc. Mgmt For For
2023 Equity Incentive Plan.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the current fiscal
year.
4. Advisory vote to approve the executive Mgmt For For
compensation of our named executive
officers.
5. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AIR LEASE CORPORATION Agenda Number: 935779821
--------------------------------------------------------------------------------------------------------------------------
Security: 00912X302
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: AL
ISIN: US00912X3026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Matthew J. Hart Mgmt For For
1b. Election of Director: Yvette H. Clark Mgmt For For
1c. Election of Director: Cheryl Gordon Mgmt For For
Krongard
1d. Election of Director: Marshall O. Larsen Mgmt For For
1e. Election of Director: Susan McCaw Mgmt For For
1f. Election of Director: Robert A. Milton Mgmt For For
1g. Election of Director: John L. Plueger Mgmt For For
1h. Election of Director: Ian M. Saines Mgmt For For
1i. Election of Director: Steven F. Udvar-Hazy Mgmt For For
2. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for 2023.
3. Approve the Air Lease Corporation 2023 Mgmt For For
Equity Incentive Plan.
4. Advisory vote to approve named executive Mgmt For For
officer compensation.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 935784808
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas J. Baltimore
1b. Election of Director for a term of one Mgmt For For
year: John J. Brennan
1c. Election of Director for a term of one Mgmt For For
year: Peter Chernin
1d. Election of Director for a term of one Mgmt For For
year: Walter J. Clayton III
1e. Election of Director for a term of one Mgmt For For
year: Ralph de la Vega
1f. Election of Director for a term of one Mgmt For For
year: Theodore J. Leonsis
1g. Election of Director for a term of one Mgmt For For
year: Deborah P. Majoras
1h. Election of Director for a term of one Mgmt For For
year: Karen L. Parkhill
1i. Election of Director for a term of one Mgmt For For
year: Charles E. Phillips
1j. Election of Director for a term of one Mgmt For For
year: Lynn A. Pike
1k. Election of Director for a term of one Mgmt For For
year: Stephen J. Squeri
1l. Election of Director for a term of one Mgmt For For
year: Daniel L. Vasella
1m. Election of Director for a term of one Mgmt For For
year: Lisa W. Wardell
1n. Election of Director for a term of one Mgmt For For
year: Christopher D. Young
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
4. Advisory resolution to approve the Mgmt 1 Year For
frequency of future advisory say-on-pay
votes.
5. Shareholder proposal relating to Shr For Against
shareholder ratification of excessive
termination pay.
6. Shareholder proposal relating to abortion & Shr Against For
consumer data privacy.
--------------------------------------------------------------------------------------------------------------------------
ANALOG DEVICES, INC. Agenda Number: 935758740
--------------------------------------------------------------------------------------------------------------------------
Security: 032654105
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: ADI
ISIN: US0326541051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vincent Roche Mgmt For For
1b. Election of Director: James A. Champy Mgmt For For
1c. Election of Director: Andre Andonian Mgmt For For
1d. Election of Director: Anantha P. Mgmt For For
Chandrakasan
1e. Election of Director: Edward H. Frank Mgmt For For
1f. Election of Director: Laurie H. Glimcher Mgmt For For
1g. Election of Director: Karen M. Golz Mgmt For For
1h. Election of Director: Mercedes Johnson Mgmt For For
1i. Election of Director: Kenton J. Sicchitano Mgmt For For
1j. Election of Director: Ray Stata Mgmt For For
1k. Election of Director: Susie Wee Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the compensation of our
named executive officers.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for fiscal year
2023.
--------------------------------------------------------------------------------------------------------------------------
APOLLO GLOBAL MANAGEMENT, INC. Agenda Number: 935702426
--------------------------------------------------------------------------------------------------------------------------
Security: 03769M106
Meeting Type: Annual
Meeting Date: 07-Oct-2022
Ticker: APO
ISIN: US03769M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Marc Beilinson Mgmt For For
James Belardi Mgmt For For
Jessica Bibliowicz Mgmt For For
Walter (Jay) Clayton Mgmt For For
Michael Ducey Mgmt For For
Richard Emerson Mgmt For For
Kerry Murphy Healey Mgmt For For
Mitra Hormozi Mgmt For For
Pamela Joyner Mgmt For For
Scott Kleinman Mgmt For For
A.B. Krongard Mgmt For For
Pauline Richards Mgmt For For
Marc Rowan Mgmt For For
David Simon Mgmt For For
Lynn Swann Mgmt For For
James Zelter Mgmt For For
2. RATIFICATION OF APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APPLIED INDUSTRIAL TECHNOLOGIES, INC. Agenda Number: 935709848
--------------------------------------------------------------------------------------------------------------------------
Security: 03820C105
Meeting Type: Annual
Meeting Date: 25-Oct-2022
Ticker: AIT
ISIN: US03820C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Mary Dean Hall Mgmt For For
1.2 Election of Director: Dan P. Komnenovich Mgmt For For
1.3 Election of Director: Joe A. Raver Mgmt For For
2. Say on Pay - To approve, through a Mgmt For For
nonbinding advisory vote, the compensation
of Applied's named executive officers.
3. To ratify the Audit Committee's appointment Mgmt For For
of independent auditors.
--------------------------------------------------------------------------------------------------------------------------
ARHAUS, INC. Agenda Number: 935804004
--------------------------------------------------------------------------------------------------------------------------
Security: 04035M102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ARHS
ISIN: US04035M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to serve a three-year Mgmt For For
term: Brad Brutocao
1.2 Election of Director to serve a three-year Mgmt For For
term: Alexis DePree
1.3 Election of Director to serve a three-year Mgmt For For
term: Rick Doody
1.4 Election of Director to serve a three-year Mgmt For For
term: Andrea Hyde
2. To approve the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent accountants for the Company's
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDINGS N.V. Agenda Number: 935815932
--------------------------------------------------------------------------------------------------------------------------
Security: N07059210
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: ASML
ISIN: USN070592100
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
3a Advisory vote on the remuneration report Mgmt For For
for the Board of Management and the
Supervisory Board for the financial year
2022
3b Proposal to adopt the financial statements Mgmt For For
of the Company for the financial year 2022,
as prepared in accordance with Dutch law
3d Proposal to adopt a dividend in respect of Mgmt For For
the financial year 2022
4a Proposal to discharge the members of the Mgmt For For
Board of Management from liability for
their responsibilities in the financial
year 2022
4b Proposal to discharge the members of the Mgmt For For
Supervisory Board from liability for their
responsibilities in the financial year 2022
5 Proposal to approve the number of shares Mgmt For For
for the Board of Management
6a Proposal to amend the Remuneration Policy Mgmt For For
for the Supervisory Board
6b Proposal to amend the remuneration of the Mgmt For For
members of the Supervisory Board
8a Proposal to appoint Mr. N.S. Andersen as a Mgmt For For
member of the Supervisory Board
8b Proposal to appoint Mr. J.P. de Kreij as a Mgmt For For
member of the Supervisory Board
9 Proposal to appoint PricewaterhouseCoopers Mgmt For For
Accountants N.V. as external auditor for
the reporting year 2025, in light of the
mandatory external auditor rotation
10a Authorization to issue ordinary shares or Mgmt For For
grant rights to subscribe for ordinary
shares up to 5% for general purposes and up
to 5% in connection with or on the occasion
of mergers, acquisitions and/or (strategic)
alliances
10b Authorization of the Board of Management to Mgmt For For
restrict or exclude pre-emption rights in
connection with the authorizations referred
to in item 10 a)
11 Proposal to authorize the Board of Mgmt For For
Management to repurchase ordinary shares up
to 10% of the issued share capital
12 Proposal to cancel ordinary shares Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ASPEN TECHNOLOGY, INC. Agenda Number: 935726806
--------------------------------------------------------------------------------------------------------------------------
Security: 29109X106
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: AZPN
ISIN: US29109X1063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Patrick M.
Antkowiak
1b. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Robert E.
Beauchamp
1c. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Thomas F. Bogan
1d. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Karen M. Golz
1e. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Ram R. Krishnan
1f. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Antonio J. Pietri
1g. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Arlen R. Shenkman
1h. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Jill D. Smith
1i. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Robert M. Whelan,
Jr.
2. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for fiscal 2023.
3. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. Approve, on an advisory basis, the Mgmt 1 Year For
preferred frequency of stockholder advisory
votes on the compensation of the company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
AXCELIS TECHNOLOGIES, INC. Agenda Number: 935809650
--------------------------------------------------------------------------------------------------------------------------
Security: 054540208
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: ACLS
ISIN: US0545402085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tzu-Yin Chiu, Ph.D. Mgmt For For
Joseph P. Keithley Mgmt For For
John T. Kurtzweil Mgmt For For
Russell J. Low, Ph.D. Mgmt For For
Mary G. Puma Mgmt For For
Jeanne Quirk Mgmt For For
Thomas St. Dennis Mgmt For For
Jorge Titinger Mgmt For For
Dipti Vachani Mgmt For For
2. Proposal to ratify independent public Mgmt For For
accounting firm.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Say When on Pay - An advisory vote on the Mgmt 1 Year For
approval of the frequency of shareholder
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AXON ENTERPRISE, INC. Agenda Number: 935831619
--------------------------------------------------------------------------------------------------------------------------
Security: 05464C101
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: AXON
ISIN: US05464C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Adriane Brown Mgmt For For
1B. Election of Director: Michael Garnreiter Mgmt For For
1C. Election of Director: Mark W. Kroll Mgmt For For
1D. Election of Director: Matthew R. McBrady Mgmt For For
1E. Election of Director: Hadi Partovi Mgmt For For
1F. Election of Director: Graham Smith Mgmt For For
1G. Election of Director: Patrick W. Smith Mgmt For For
1H. Election of Director: Jeri Williams Mgmt For For
2. Proposal No. 2 requests that shareholders Mgmt For For
vote to approve, on an advisory basis, the
compensation of the Company's named
executive officers.
3. Proposal No. 3 requests that shareholders Mgmt 1 Year For
vote to approve, on an advisory basis, the
frequency of the shareholder vote to
approve the compensation of the Company's
named executive officers.
4. Proposal No. 4 requests that shareholders Mgmt For For
vote to ratify the appointment of Grant
Thornton LLP as the Company's independent
registered public accounting firm for
fiscal year 2023.
5. Proposal No. 5 requests that shareholders Mgmt For For
vote to approve the 2023 CEO Performance
Award.
6. Proposal No. 6 is a shareholder proposal to Shr Against For
discontinue the development of a non-lethal
TASER drone system.
--------------------------------------------------------------------------------------------------------------------------
BILL.COM HOLDINGS, INC. Agenda Number: 935723660
--------------------------------------------------------------------------------------------------------------------------
Security: 090043100
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: BILL
ISIN: US0900431000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Steven Cakebread Mgmt For For
David Hornik Mgmt For For
Brian Jacobs Mgmt For For
Allie Kline Mgmt For For
2. Ratification of the Appointment of Ernst Mgmt For For
and Young LLP as the Company's Independent
Registered Public Accounting Firm for the
Fiscal Year Ending June 30, 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
--------------------------------------------------------------------------------------------------------------------------
BOOT BARN HOLDINGS, INC. Agenda Number: 935687787
--------------------------------------------------------------------------------------------------------------------------
Security: 099406100
Meeting Type: Annual
Meeting Date: 29-Aug-2022
Ticker: BOOT
ISIN: US0994061002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Peter Starrett Mgmt For For
1.2 Election of Director: Chris Bruzzo Mgmt For For
1.3 Election of Director: Eddie Burt Mgmt For For
1.4 Election of Director: James G. Conroy Mgmt For For
1.5 Election of Director: Lisa G. Laube Mgmt For For
1.6 Election of Director: Anne MacDonald Mgmt For For
1.7 Election of Director: Brenda I. Morris Mgmt For For
1.8 Election of Director: Brad Weston Mgmt For For
2. To vote on a non-binding advisory Mgmt For For
resolution to approve the compensation paid
to named executive officers for fiscal 2022
("say-on-pay").
3. Ratification of Deloitte & Touche LLP as Mgmt For For
the independent auditor for the fiscal year
ending April 1, 2023.
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 935784860
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nelda J. Connors Mgmt For For
1b. Election of Director: Charles J. Mgmt For For
Dockendorff
1c. Election of Director: Yoshiaki Fujimori Mgmt For For
1d. Election of Director: Edward J. Ludwig Mgmt For For
1e. Election of Director: Michael F. Mahoney Mgmt For For
1f. Election of Director: David J. Roux Mgmt For For
1g. Election of Director: John E. Sununu Mgmt For For
1h. Election of Director: David S. Wichmann Mgmt For For
1i. Election of Director: Ellen M. Zane Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on the compensation of our named
executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
BOX, INC. Agenda Number: 935658091
--------------------------------------------------------------------------------------------------------------------------
Security: 10316T104
Meeting Type: Annual
Meeting Date: 14-Jul-2022
Ticker: BOX
ISIN: US10316T1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Director withdrawn Mgmt For For
1b. Election of Director: Dan Levin Mgmt For For
1c. Election of Director: Bethany Mayer Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
3. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future stockholder advisory
votes on the compensation of our named
executive officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for our fiscal year
ending January 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 935766189
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Diane M. Bryant Mgmt For For
1b. Election of Director: Gayla J. Delly Mgmt For For
1c. Election of Director: Raul J. Fernandez Mgmt For For
1d. Election of Director: Eddy W. Hartenstein Mgmt For For
1e. Election of Director: Check Kian Low Mgmt For For
1f. Election of Director: Justine F. Page Mgmt For For
1g. Election of Director: Henry Samueli Mgmt For For
1h. Election of Director: Hock E. Tan Mgmt For For
1i. Election of Director: Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse Coopers LLP as the
independent registered public accounting
firm of Broadcom for the fiscal year ending
October 29, 2023.
3. Approve an amendment and restatement of the Mgmt For For
2012 Stock Incentive Plan.
4. Advisory vote to approve the named Mgmt For For
executive officer compensation.
5. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on named executive officer
compensation.
--------------------------------------------------------------------------------------------------------------------------
CALIX, INC. Agenda Number: 935788933
--------------------------------------------------------------------------------------------------------------------------
Security: 13100M509
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: CALX
ISIN: US13100M5094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kathleen Crusco Mgmt For For
Carl Russo Mgmt For For
2. To approve the Calix, Inc. Third Amended Mgmt For For
and Restated 2019 Equity Incentive Award
Plan.
3. To approve the Calix, Inc. Third Amended Mgmt For For
and Restated 2017 Nonqualified Employee
Stock Purchase Plan.
4. To approve, on a non-binding, advisory Mgmt For For
basis, Calix's named executive officer
compensation.
5. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes to approve the compensation of
Calix's named executive officers.
6. To ratify the selection of KPMG LLP as Mgmt For For
Calix's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CBIZ, INC. Agenda Number: 935791029
--------------------------------------------------------------------------------------------------------------------------
Security: 124805102
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CBZ
ISIN: US1248051021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Richard T. Marabito Mgmt For For
1.2 Election of Director: Rodney A. Young Mgmt For For
1.3 Election of Director: Benaree Pratt Wiley Mgmt For For
2. To ratify KPMG, LLP as CBIZ's independent Mgmt For For
registered public accounting firm.
3. To conduct an advisory vote approving named Mgmt For For
executive officer compensation.
4. To conduct an advisory vote on the Mgmt 1 Year For
frequency of an advisory vote on
compensation.
5. To adopt an amendment to the 2019 CBIZ, Mgmt For For
Inc. Omnibus Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
CECO ENVIRONMENTAL CORP. Agenda Number: 935834071
--------------------------------------------------------------------------------------------------------------------------
Security: 125141101
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: CECO
ISIN: US1251411013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jason DeZwirek Mgmt For For
1b. Election of Director: Todd Gleason Mgmt For For
1c. Election of Director: Robert E. Knowling, Mgmt For For
Jr.
1d. Election of Director: Claudio A. Mannarino Mgmt For For
1e. Election of Director: Munish Nanda Mgmt For For
1f. Election of Director: Valerie Gentile Sachs Mgmt For For
1g. Election of Director: Richard F. Wallman Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To ratify the appointment of BDO USA, LLP Mgmt For For
as the Company's independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CELANESE CORPORATION Agenda Number: 935775847
--------------------------------------------------------------------------------------------------------------------------
Security: 150870103
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: CE
ISIN: US1508701034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean S. Blackwell Mgmt For For
1b. Election of Director: William M. Brown Mgmt For For
1c. Election of Director: Edward G. Galante Mgmt For For
1d. Election of Director: Kathryn M. Hill Mgmt For For
1e. Election of Director: David F. Hoffmeister Mgmt For For
1f. Election of Director: Dr. Jay V. Ihlenfeld Mgmt For For
1g. Election of Director: Deborah J. Kissire Mgmt For For
1h. Election of Director: Michael Koenig Mgmt For For
1i. Election of Director: Kim K.W. Rucker Mgmt For For
1j. Election of Director: Lori J. Ryerkerk Mgmt For For
2. Ratification of the selection of KPMG LLP Mgmt For For
as our independent registered public
accounting firm for 2023.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval of say on pay vote Mgmt 1 Year For
frequency.
5. Approval of the Amended and Restated 2018 Mgmt For For
Global Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHIPOTLE MEXICAN GRILL, INC. Agenda Number: 935815603
--------------------------------------------------------------------------------------------------------------------------
Security: 169656105
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: CMG
ISIN: US1696561059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Albert Baldocchi Mgmt For For
1.2 Election of Director: Matthew Carey Mgmt For For
1.3 Election of Director: Gregg Engles Mgmt For For
1.4 Election of Director: Patricia Fili-Krushel Mgmt For For
1.5 Election of Director: Mauricio Gutierrez Mgmt For For
1.6 Election of Director: Robin Hickenlooper Mgmt For For
1.7 Election of Director: Scott Maw Mgmt For For
1.8 Election of Director: Brian Niccol Mgmt For For
1.9 Election of Director: Mary Winston Mgmt For For
2. An advisory vote to approve the Mgmt For For
compensation of our executive officers as
disclosed in the proxy statement ("say on
pay").
3. An advisory vote on the frequency of future Mgmt 1 Year For
say on pay votes.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the year ending
December 31, 2023.
5. Shareholder Proposal - Request to limit Shr Against For
certain bylaw amendments.
6. Shareholder Proposal - Request to adopt a Shr Against For
non-interference policy.
--------------------------------------------------------------------------------------------------------------------------
CHURCHILL DOWNS INCORPORATED Agenda Number: 935782311
--------------------------------------------------------------------------------------------------------------------------
Security: 171484108
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: CHDN
ISIN: US1714841087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class III Director: Robert L. Mgmt For For
Fealy
1.2 Election of Class III Director: Douglas C. Mgmt For For
Grissom
1.3 Election of Class III Director: Daniel P. Mgmt For For
Harrington
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for fiscal year 2023.
3. To conduct an advisory vote to approve Mgmt For For
executive compensation.
4. To conduct an advisory vote on the Mgmt 1 Year For
frequency of holding future advisory votes
on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
CLEAN HARBORS, INC. Agenda Number: 935819803
--------------------------------------------------------------------------------------------------------------------------
Security: 184496107
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: CLH
ISIN: US1844961078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Edward G. Galante Mgmt For For
Alison A. Quirk Mgmt For For
Shelley Stewart, Jr. Mgmt For For
John R. Welch Mgmt For For
2. To approve an advisory vote on the Mgmt For For
Company's executive compensation.
3. To recommend frequency of future advisory Mgmt 1 Year For
votes on approval of executive
compensation.
4. To ratify the selection by the Audit Mgmt For For
Committee of the Company's Board of
Directors of Deloitte & Touche LLP as the
Company's independent registered public
accounting firm for the current fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
CLEARFIELD, INC. Agenda Number: 935755895
--------------------------------------------------------------------------------------------------------------------------
Security: 18482P103
Meeting Type: Annual
Meeting Date: 23-Feb-2023
Ticker: CLFD
ISIN: US18482P1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cheryl Beranek Mgmt For For
1b. Election of Director: Ronald G. Roth Mgmt For For
1c. Election of Director: Patrick Goepel Mgmt For For
1d. Election of Director: Roger Harding Mgmt For For
1e. Election of Director: Charles N. Hayssen Mgmt For For
1f. Election of Director: Donald R. Hayward Mgmt For For
1g. Election of Director: Walter L. Jones, Jr. Mgmt For For
1h. Election of Director: Carol A. Wirsbinski Mgmt For For
2. Approve, on a non-binding advisory basis, Mgmt For For
the compensation paid to named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve our named
executive officer compensation.
4. Approve the Clearfield, Inc. 2022 Stock Mgmt For For
Compensation Plan.
5. Ratify the appointment of Baker Tilly US, Mgmt For For
LLP as the independent registered public
accounting firm for Clearfield, Inc. for
the fiscal year ending September 30, 2023.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935670706
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 19-Jul-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jennifer M. Daniels Mgmt For For
Jeremy S.G. Fowden Mgmt For For
Jose M. Madero Garza Mgmt For For
Daniel J. McCarthy Mgmt For For
2. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year ending
February 28, 2023.
3. To approve, by an advisory vote, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935714990
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Special
Meeting Date: 09-Nov-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve and adopt the Amended and Mgmt For For
Restated Charter, which will effectuate the
Reclassification described in the Proxy
Statement.
2. To adjourn the Special Meeting to a later Mgmt For For
date or dates, if necessary or appropriate,
to solicit additional proxies if there are
insufficient votes to approve the
Reclassification Proposal at the time of
the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
CROCS, INC. Agenda Number: 935860292
--------------------------------------------------------------------------------------------------------------------------
Security: 227046109
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: CROX
ISIN: US2270461096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Thomas J. Smach Mgmt For For
Beth J. Kaplan Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for fiscal year
2023.
3. An advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the compensation
of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
CURTISS-WRIGHT CORPORATION Agenda Number: 935785329
--------------------------------------------------------------------------------------------------------------------------
Security: 231561101
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CW
ISIN: US2315611010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lynn M. Bamford Mgmt For For
Dean M. Flatt Mgmt For For
S. Marce Fuller Mgmt For For
Bruce D. Hoechner Mgmt For For
Glenda J. Minor Mgmt For For
Anthony J. Moraco Mgmt For For
William F. Moran Mgmt For For
Robert J. Rivet Mgmt For For
Peter C. Wallace Mgmt For For
Larry D. Wyche Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023
3. To approve an amendment to the Mgmt For For
Curtiss-Wright Corporation Incentive
Compensation Plan to expand the class of
employees eligible to receive awards under
the plan
4. An advisory (non-binding) vote to approve Mgmt For For
the compensation of the Company's named
executive officers
5. To approve on an advisory (non-binding) Mgmt 1 Year For
basis the frequency of future stockholder
advisory votes approving the compensation
of the Company's named executive officers
--------------------------------------------------------------------------------------------------------------------------
DATADOG, INC. Agenda Number: 935835415
--------------------------------------------------------------------------------------------------------------------------
Security: 23804L103
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: DDOG
ISIN: US23804L1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director, each to hold Mgmt For For
office until our Annual Meeting of
Stockholders in 2026: Olivier Pomel
1b. Election of Class I Director, each to hold Mgmt For For
office until our Annual Meeting of
Stockholders in 2026: Dev Ittycheria
1c. Election of Class I Director, each to hold Mgmt For For
office until our Annual Meeting of
Stockholders in 2026: Shardul Shah
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. To ratify the selection by the Audit Mgmt For For
Committee of our Board of Directors of
Deloitte & Touche LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
DECKERS OUTDOOR CORPORATION Agenda Number: 935691483
--------------------------------------------------------------------------------------------------------------------------
Security: 243537107
Meeting Type: Annual
Meeting Date: 12-Sep-2022
Ticker: DECK
ISIN: US2435371073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael F. Devine, III Mgmt For For
David A. Burwick Mgmt For For
Nelson C. Chan Mgmt For For
Cynthia L. Davis Mgmt For For
Juan R. Figuereo Mgmt For For
Maha S. Ibrahim Mgmt For For
Victor Luis Mgmt For For
Dave Powers Mgmt For For
Lauri M. Shanahan Mgmt For For
Bonita C. Stewart Mgmt For For
2. To ratify the selection of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending March 31,
2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of our Named
Executive Officers, as disclosed in the
"Compensation Discussion and Analysis"
section of the Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 935809395
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: DXCM
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Steven R. Altman
1.2 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Richard A. Collins
1.3 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Karen Dahut
1.4 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Mark G. Foletta
1.5 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Barbara E. Kahn
1.6 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Kyle Malady
1.7 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Eric J. Topol,
M.D.
2. To ratify the selection by the Audit Mgmt For For
Committee of our Board of Directors of
Ernst & Young LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To hold a non-binding vote on an advisory Mgmt For For
resolution to approve executive
compensation.
4. To recommend a non-binding advisory Mgmt 1 Year For
resolution on the frequency of stockholder
votes on executive compensation.
5. To hold a non-binding vote on pay equity Mgmt Against For
disclosure.
--------------------------------------------------------------------------------------------------------------------------
DIODES INCORPORATED Agenda Number: 935821745
--------------------------------------------------------------------------------------------------------------------------
Security: 254543101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: DIOD
ISIN: US2545431015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elizabeth (Beth) Bull Mgmt For For
1.2 Election of Director: Angie Chen Button Mgmt For For
1.3 Election of Director: Warren Chen Mgmt For For
1.4 Election of Director: Michael R. Giordano Mgmt For For
1.5 Election of Director: Keh-Shew Lu Mgmt For For
1.6 Election of Director: Peter M. Menard Mgmt For For
1.7 Election of Director: Christina Wen-Chi Mgmt For For
Sung
2. Approval of Executive Compensation. To Mgmt For For
approve, on an advisory basis, the
Company's executive compensation.
3. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation. To consider an advisory vote
on the frequency of the stockholder
advisory vote on executive compensation on
a three-, two- or one- year basis.
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm. To
ratify appointment of Moss Adams LLP as the
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
DOCEBO INC. Agenda Number: 935864012
--------------------------------------------------------------------------------------------------------------------------
Security: 25609L105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: DCBO
ISIN: CA25609L1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Jason Chapnik Mgmt For For
Claudio Erba Mgmt For For
James Merkur Mgmt For For
Kristin Halpin Perry Mgmt For For
Steven E. Spooner Mgmt For For
William Anderson Mgmt For For
Trisha Price Mgmt For For
2 Appointment of KPMG LLP as Auditor of the Mgmt For For
Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
--------------------------------------------------------------------------------------------------------------------------
DOLLAR TREE, INC. Agenda Number: 935854706
--------------------------------------------------------------------------------------------------------------------------
Security: 256746108
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: DLTR
ISIN: US2567461080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard W. Dreiling Mgmt For For
1b. Election of Director: Cheryl W. Grise Mgmt For For
1c. Election of Director: Daniel J. Heinrich Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Edward J. Kelly, III Mgmt For For
1f. Election of Director: Mary A. Laschinger Mgmt For For
1g. Election of Director: Jeffrey G. Naylor Mgmt For For
1h. Election of Director: Winnie Y. Park Mgmt For For
1i. Election of Director: Bertram L. Scott Mgmt For For
1j. Election of Director: Stephanie P. Stahl Mgmt For For
2. To approve, by a non-binding advisory vote, Mgmt For For
the compensation of the Company's named
executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year 2023.
5. Shareholder proposal regarding a report on Shr Against For
economic and social risks of company
compensation and workforce practices and
any impact on diversified shareholders.
--------------------------------------------------------------------------------------------------------------------------
DOUBLEVERIFY HOLDINGS, INC. Agenda Number: 935830148
--------------------------------------------------------------------------------------------------------------------------
Security: 25862V105
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: DV
ISIN: US25862V1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
R. DAVIS NOELL Mgmt For For
LUCY STAMELL DOBRIN Mgmt For For
TERI L. LIST Mgmt For For
2. Non-binding advisory vote on the frequency Mgmt 1 Year For
of future stockholder advisory votes on the
compensation of our named executive
officers
3. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
E.L.F. BEAUTY, INC. Agenda Number: 935688498
--------------------------------------------------------------------------------------------------------------------------
Security: 26856L103
Meeting Type: Annual
Meeting Date: 25-Aug-2022
Ticker: ELF
ISIN: US26856L1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tarang Amin Mgmt For For
Tiffany Daniele Mgmt For For
Lori Keith Mgmt For For
Beth Pritchard Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending March 31, 2023
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
ENGAGESMART, INC. Agenda Number: 935801983
--------------------------------------------------------------------------------------------------------------------------
Security: 29283F103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ESMT
ISIN: US29283F1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Matthew G. Hamilton Mgmt For For
David Mangum Mgmt For For
Raph Osnoss Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as EngageSmart, Inc.'s
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EVERI HOLDINGS INC. Agenda Number: 935854782
--------------------------------------------------------------------------------------------------------------------------
Security: 30034T103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: EVRI
ISIN: US30034T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Linster W. Fox Mgmt For For
Maureen T. Mullarkey Mgmt For For
Secil Tabli Watson Mgmt For For
2. Advisory approval, on a non-binding basis, Mgmt For For
of the compensation of our named executive
officers.
3. Advisory vote, on a non-binding basis, on Mgmt 1 Year For
the frequency of future advisory votes on
the compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EVOLENT HEALTH, INC. Agenda Number: 935843513
--------------------------------------------------------------------------------------------------------------------------
Security: 30050B101
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: EVH
ISIN: US30050B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Barbarosh Mgmt For For
1b. Election of Director: Seth Blackley Mgmt For For
1c. Election of Director: M. Bridget Duffy, MD Mgmt For For
1d. Election of Director: Peter Grua Mgmt For For
1e. Election of Director: Diane Holder Mgmt For For
1f. Election of Director: Richard Jelinek Mgmt For For
1g. Election of Director: Kim Keck Mgmt For For
1h. Election of Director: Cheryl Scott Mgmt For For
1i. Election of Director: Tunde Sotunde, MD Mgmt For For
2. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. Proposal to approve the compensation of our Mgmt For For
named executive officers for 2022 on an
advisory basis.
4. Proposal to approve an amendment to the Mgmt For For
Amended and Restated Evolent Health, Inc.
2015 Omnibus Incentive Compensation Plan.
--------------------------------------------------------------------------------------------------------------------------
EXLSERVICE HOLDINGS, INC. Agenda Number: 935849705
--------------------------------------------------------------------------------------------------------------------------
Security: 302081104
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: EXLS
ISIN: US3020811044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vikram Pandit Mgmt For For
1b. Election of Director: Rohit Kapoor Mgmt For For
1c. Election of Director: Andreas Fibig Mgmt For For
1d. Election of Director: Som Mittal Mgmt For For
1e. Election of Director: Kristy Pipes Mgmt For For
1f. Election of Director: Nitin Sahney Mgmt For For
1g. Election of Director: Jaynie Studenmund Mgmt For For
2. The ratification of the selection of Mgmt For For
Deloitte & Touche LLP as the independent
registered public accounting firm of the
Company for fiscal year 2023.
3. The approval, on a non-binding advisory Mgmt For For
basis, of the compensation of the named
executive officers of the Company.
4. The approval, on a non-binding advisory Mgmt 1 Year For
basis, of the frequency of our future
non-binding advisory votes approving the
compensation of the named executive
officers of the Company.
5. The approval of an Amendment to our Amended Mgmt For For
and Restated Certificate of Incorporation
to effect a 5-for-1 "forward" stock split
with a corresponding increase in the
authorized number of shares of our common
stock.
6. The approval of an Amendment to our Amended Mgmt For For
and Restated Certificate of Incorporation
to allow for the removal of directors with
or without cause by the affirmative vote of
holders of a majority of the total
outstanding shares of our common stock.
--------------------------------------------------------------------------------------------------------------------------
FACTSET RESEARCH SYSTEMS INC. Agenda Number: 935726161
--------------------------------------------------------------------------------------------------------------------------
Security: 303075105
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: FDS
ISIN: US3030751057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term expiring in 2025: James J. McGonigle
1b. Election of Director to serve a three-year Mgmt For For
term expiring in 2025: F. Philip Snow
1c. Election of Director to serve a three-year Mgmt For For
term expiring in 2025: Maria Teresa Tejada
2. To ratify the appointment of the accounting Mgmt For For
firm of Ernst & Young LLP as our
independent registered public accounting
firm for the fiscal year ending August 31,
2023.
3. To vote on a non-binding advisory Mgmt For For
resolution to approve the compensation of
our named executive officers.
4. To approve an amendment to the Certificate Mgmt For For
of Incorporation to declassify the Board of
Directors, including procedures relating to
Board composition.
5. To approve an amendment to the Certificate Mgmt For For
of Incorporation to remove certain business
combination restrictions.
6. To approve an amendment to the Certificate Mgmt For For
of Incorporation to add a Delaware forum
selection provision.
7. To approve an amendment to the Certificate Mgmt For For
of Incorporation to add a federal forum
selection provision.
8. To approve an amendment to the Certificate Mgmt For For
of Incorporation to remove a creditor
compromise provision.
9. To approve amendment and restatement of the Mgmt For For
Certificate of Incorporation to clarify,
streamline and modernize the Certificate of
Incorporation.
--------------------------------------------------------------------------------------------------------------------------
FIVE BELOW, INC. Agenda Number: 935852182
--------------------------------------------------------------------------------------------------------------------------
Security: 33829M101
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: FIVE
ISIN: US33829M1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joel D. Anderson Mgmt For For
1b. Election of Director: Kathleen S. Barclay Mgmt For For
1c. Election of Director: Thomas M. Ryan Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the current fiscal year
ending February 3, 2024.
3. To approve, by non-binding advisory vote, Mgmt For For
the Company's Named Executive Officer
compensation.
4. To approve an amendment to the Company's Mgmt For For
Amended and Restated Bylaws to limit the
liability of officers.
5. To approve an amendment to the Company's Mgmt For For
Amended and Restated Bylaws to amend the
limitation of liability of directors
provision.
--------------------------------------------------------------------------------------------------------------------------
FOX FACTORY HOLDING CORP. Agenda Number: 935786636
--------------------------------------------------------------------------------------------------------------------------
Security: 35138V102
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: FOXF
ISIN: US35138V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director (term expires in Mgmt For For
2026): Elizabeth A. Fetter
1.2 Election of Director (term expires in Mgmt For For
2026): Dudley W. Mendenhall
2. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent public accountants
for fiscal year 2023.
3. To approve, on an advisory basis, the Mgmt For For
resolution approving the compensation of
Fox Factory Holding Corp.'s named executive
officers.
4. To approve, an amendment to our current Mgmt For For
Amended and Restated Certificate of
Incorporation to allow for the exculpation
of officers.
5. To approve, an amendment and restatement of Mgmt For For
our current Amended and Restated
Certificate of Incorporation to update,
clarify and remove outdated provisions.
--------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 935809117
--------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HES
ISIN: US42809H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: T.J. CHECKI
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L.S.
COLEMAN, JR.
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L. GLATCH
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.B. HESS
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: E.E.
HOLIDAY
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: M.S.
LIPSCHULTZ
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: R.J.
MCGUIRE
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: D. MCMANUS
1i. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.O. MEYERS
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.F.
OVELMEN
1k. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.H.
QUIGLEY
1l. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: W.G.
SCHRADER
2. Advisory approval of the compensation of Mgmt For For
our named executive officers.
3. Advisory approval on the frequency of Mgmt 1 Year For
voting on executive compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accountants for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HUBSPOT, INC. Agenda Number: 935837469
--------------------------------------------------------------------------------------------------------------------------
Security: 443573100
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: HUBS
ISIN: US4435731009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Nick Caldwell
1b. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Claire Hughes Johnson
1c. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Jay Simons
1d. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Yamini Rangan
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Non-binding advisory vote to approve the Mgmt For For
compensation of the Company's named
executive officers.
4. Non-binding advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
IMPINJ, INC. Agenda Number: 935847799
--------------------------------------------------------------------------------------------------------------------------
Security: 453204109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: PI
ISIN: US4532041096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Daniel Gibson Mgmt For For
1.2 Election of Director: Umesh Padval Mgmt For For
1.3 Election of Director: Steve Sanghi Mgmt For For
1.4 Election of Director: Cathal Phelan Mgmt For For
1.5 Election of Director: Meera Rao Mgmt For For
1.6 Election of Director: Chris Diorio Mgmt For For
1.7 Election of Director: Miron Washington Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
4. To approve a stockholder proposal regarding Shr Against For
certain limitations on future amendments to
our bylaws.
--------------------------------------------------------------------------------------------------------------------------
INDIE SEMICONDUCTOR, INC. Agenda Number: 935862121
--------------------------------------------------------------------------------------------------------------------------
Security: 45569U101
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: INDI
ISIN: US45569U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting: Diane
Biagianti
1.2 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting: Diane
Brink
1.3 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting:
Karl-Thomas Neumann
2. To approve an amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
increase the number of authorized shares of
Class A common stock, par value $0.0001 per
share from 250,000,000 to 400,000,000.
3. To approve an amendment to the 2021 Omnibus Mgmt For For
Equity Incentive Plan to increase the
number of shares of Class A common stock
reserved for issuance thereunder by
7,000,000 shares.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
INMODE LTD. Agenda Number: 935772144
--------------------------------------------------------------------------------------------------------------------------
Security: M5425M103
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: INMD
ISIN: IL0011595993
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Dr. Hadar Ron to serve as a Mgmt For For
Class I director of the Company, and to
hold office until the annual general
meeting of shareholders to be held in 2026
and until her successor is duly elected and
qualified, or until her earlier resignation
or retirement.
2. That the Company's authorized share capital Mgmt For For
be increased from NIS 1,000,000 divided
into 100,000,000 Ordinary Shares of a
nominal value of NIS 0.01 each, to NIS
2,000,000 divided into 200,000,000 Ordinary
Shares of a nominal value of NIS 0.01 each,
and that Article 5 of the Company's
Articles of Association be amended
accordingly.
3. To approve the amendment to the terms of Mgmt For For
engagement of Mr. Moshe Mizrahy, the Chief
Executive Officer of the Company and
Chairman of the Board, as described in the
Proxy Statement, dated February 14, 2023.
4. To approve the amendment to the terms of Mgmt For For
engagement of Dr. Michael Kreindel, the
Chief Technology Officer of the Company and
member of the Board, as described in the
Proxy Statement, dated February 14, 2023.
5. To approve and ratify the grant to each of Mgmt For For
the following Directors of the Company: Dr.
Michael Anghel, Mr. Bruce Mann and Dr.
Hadar Ron, 2,000 restricted share units
under the Company's 2018 Incentive Plan
totaling 6,000 restricted share units, half
of which shall vest on February 13, 2024,
and the remaining half shall vest on
February 13, 2025, subject to their
continued services on the date of vesting.
6. To approve the re-appointment of Kesselman Mgmt For For
& Kesselman Certified Public Accounts, a
member of PWC, as the Company's independent
auditors for the fiscal year ending
December 31, 2023, and its service until
the annual general meeting of shareholders
to be held in 2024.
--------------------------------------------------------------------------------------------------------------------------
INSPIRE MEDICAL SYSTEMS, INC. Agenda Number: 935779023
--------------------------------------------------------------------------------------------------------------------------
Security: 457730109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: INSP
ISIN: US4577301090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Cynthia B. Burks Mgmt For For
Gary L. Ellis Mgmt For For
G.G. Melenikiotou Mgmt For For
Dana G. Mead Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm for 2023.
3. Approval, on an advisory (non-binding) Mgmt For For
basis, of the compensation of the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
IQVIA HOLDINGS INC. Agenda Number: 935769628
--------------------------------------------------------------------------------------------------------------------------
Security: 46266C105
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: IQV
ISIN: US46266C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carol J. Burt Mgmt For For
1b. Election of Director: Colleen A. Goggins Mgmt For For
1c. Election of Director: Sheila A. Stamps Mgmt For For
2. Approve an advisory (non-binding) Mgmt For For
resolution to approve IQVIA's executive
compensation (say-on-pay).
3. Approve a Company proposal to amend IQVIA's Mgmt For For
Certificate of Incorporation to adopt a
stockholders' right to request a special
stockholders' meeting.
4. If properly presented, a stockholder Shr Against For
proposal concerning special stockholder
meetings.
5. If properly presented, a stockholder Shr Against For
proposal for separate Chairman and Chief
Executive Officer roles.
6. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as IQVIA's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
JAZZ PHARMACEUTICALS PLC Agenda Number: 935674069
--------------------------------------------------------------------------------------------------------------------------
Security: G50871105
Meeting Type: Annual
Meeting Date: 28-Jul-2022
Ticker: JAZZ
ISIN: IE00B4Q5ZN47
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Jennifer
E. Cook
1b. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Patrick G.
Enright
1c. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Seamus
Mulligan
1d. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Norbert G.
Riedel, Ph.D.
2. To ratify, on a non-binding advisory basis, Mgmt For For
the appointment of KPMG as the independent
auditors of Jazz Pharmaceuticals plc for
the fiscal year ending December 31, 2022
and to authorize, in a binding vote, the
Board of Directors, acting through the
audit committee, to determine KPMG's
remuneration.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of Jazz
Pharmaceuticals plc's named executive
officers as disclosed in the proxy
statement.
4. To grant the Board of Directors authority Mgmt For For
under Irish law to allot and issue ordinary
shares for cash without first offering
those ordinary shares to existing
shareholders pursuant to the statutory
pre-emption right that would otherwise
apply.
5. To approve any motion to adjourn the Annual Mgmt For For
General Meeting, or any adjournments
thereof, to another time and place to
solicit additional proxies if there are
insufficient votes at the time of the
Annual General Meeting to approve Proposal
4.
--------------------------------------------------------------------------------------------------------------------------
KINSALE CAPITAL GROUP, INC. Agenda Number: 935821113
--------------------------------------------------------------------------------------------------------------------------
Security: 49714P108
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: KNSL
ISIN: US49714P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael P. Kehoe Mgmt For For
1b. Election of Director: Steven J. Bensinger Mgmt For For
1c. Election of Director: Teresa P. Chia Mgmt For For
1d. Election of Director: Robert V. Hatcher, Mgmt For For
III
1e. Election of Director: Anne C. Kronenberg Mgmt For For
1f. Election of Director: Robert Lippincott, Mgmt For For
III
1g. Election of Director: James J. Ritchie Mgmt For For
1h. Election of Director: Frederick L. Russell, Mgmt For For
Jr.
1i. Election of Director: Gregory M. Share Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Ratification of the appointment of KPMG LLP Mgmt For For
as Independent Registered Public Accounting
Firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
KRYSTAL BIOTECH, INC. Agenda Number: 935797538
--------------------------------------------------------------------------------------------------------------------------
Security: 501147102
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: KRYS
ISIN: US5011471027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Krish S. Krishnan Mgmt For For
Kirti Ganorkar Mgmt For For
Christopher Mason Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for our fiscal year ending
December 31, 2023.
3. Approval of the compensation of the Mgmt For For
Company's named executive officers, on a
non-binding, advisory basis.
--------------------------------------------------------------------------------------------------------------------------
L3HARRIS TECHNOLOGIES INC. Agenda Number: 935775532
--------------------------------------------------------------------------------------------------------------------------
Security: 502431109
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: LHX
ISIN: US5024311095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Sallie B. Bailey
1b. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Peter W. Chiarelli
1c. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Thomas A. Dattilo
1d. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Roger B. Fradin
1e. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Joanna L. Geraghty
1f. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Harry B. Harris,
Jr.
1g. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Lewis Hay III
1h. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christopher E.
Kubasik
1i. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Rita S. Lane
1j. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Robert B. Millard
1k. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Edward A. Rice,
Jr.
1l. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christina L.
Zamarro
2. Approval, in an Advisory Vote, of the Mgmt For For
Compensation of Named Executive Officers as
Disclosed in the Proxy Statement
3. Approval, in an Advisory Vote, of the Mgmt 1 Year For
Frequency of Future Shareholder Votes
Regarding the Compensation of Named
Executive Officers
4. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Independent Registered Public
Accounting Firm for Fiscal Year 2023
5. Shareholder Proposal titled "Transparency Shr Against For
in Regard to Lobbying"
--------------------------------------------------------------------------------------------------------------------------
LAS VEGAS SANDS CORP. Agenda Number: 935799479
--------------------------------------------------------------------------------------------------------------------------
Security: 517834107
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: LVS
ISIN: US5178341070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Robert G. Goldstein Mgmt For For
Patrick Dumont Mgmt For For
Irwin Chafetz Mgmt For For
Micheline Chau Mgmt For For
Charles D. Forman Mgmt For For
Nora M. Jordan Mgmt For For
Lewis Kramer Mgmt For For
David F. Levi Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. An advisory (non-binding) vote to approve Mgmt For For
the compensation of the named executive
officers.
4. An advisory (non-binding) vote on how Mgmt 1 Year For
frequently stockholders should vote to
approve the compensation of the named
executive officers.
5. Shareholder proposal to require the Company Shr Against For
to include in its proxy statement each
director/nominee's self identified gender
and race/ethnicity, as well as certain
skills and attributes, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
LATTICE SEMICONDUCTOR CORPORATION Agenda Number: 935785709
--------------------------------------------------------------------------------------------------------------------------
Security: 518415104
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: LSCC
ISIN: US5184151042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: James R. Anderson Mgmt For For
1.2 Election of Director: Robin A. Abrams Mgmt For For
1.3 Election of Director: Douglas Bettinger Mgmt For For
1.4 Election of Director: Mark E. Jensen Mgmt For For
1.5 Election of Director: James P. Lederer Mgmt For For
1.6 Election of Director: D. Jeffrey Richardson Mgmt For For
1.7 Election of Director: Elizabeth Schwarting Mgmt For For
1.8 Election of Director: Raejeanne Skillern Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 30, 2023.
3. To approve on a non-binding, advisory Mgmt For For
basis, our Named Executive Officers'
compensation.
4. To approve on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on executive compensation.
5. To approve our 2023 Equity Incentive Plan Mgmt For For
and the number of shares reserved for
issuance under the 2023 Equity Incentive
Plan.
--------------------------------------------------------------------------------------------------------------------------
LIBERTY ENERGY INC. Agenda Number: 935774883
--------------------------------------------------------------------------------------------------------------------------
Security: 53115L104
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: LBRT
ISIN: US53115L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Simon Ayat Mgmt For For
Gale A. Norton Mgmt For For
Cary D. Steinbeck Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
LIGAND PHARMACEUTICALS INCORPORATED Agenda Number: 935836734
--------------------------------------------------------------------------------------------------------------------------
Security: 53220K504
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: LGND
ISIN: US53220K5048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jason M. Aryeh Mgmt For For
Todd C. Davis Mgmt For For
Nancy R. Gray, Ph.D. Mgmt For For
Jason Haas Mgmt For For
John W. Kozarich, Ph.D. Mgmt For For
John L. LaMattina, Ph.D Mgmt For For
Stephen L. Sabba, M.D. Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
Ligand's independent registered accounting
firm
3. Approval, on an advisory basis, of the Mgmt For For
compensation of the named executive
officers
4. Approval, on an advisory basis, of whether Mgmt 1 Year For
the stockholder vote to approve the
compensation of the named executive
officers should occur every one, two or
three years
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LOWE'S COMPANIES, INC. Agenda Number: 935817190
--------------------------------------------------------------------------------------------------------------------------
Security: 548661107
Meeting Type: Annual
Meeting Date: 26-May-2023
Ticker: LOW
ISIN: US5486611073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Raul Alvarez Mgmt For For
David H. Batchelder Mgmt For For
Scott H. Baxter Mgmt For For
Sandra B. Cochran Mgmt For For
Laurie Z. Douglas Mgmt For For
Richard W. Dreiling Mgmt For For
Marvin R. Ellison Mgmt For For
Daniel J. Heinrich Mgmt For For
Brian C. Rogers Mgmt For For
Bertram L. Scott Mgmt For For
Colleen Taylor Mgmt For For
Mary Beth West Mgmt For For
2. Advisory vote to approve the Company's Mgmt For For
named executive officer compensation in
fiscal 2022.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the Company's
named executive officer compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal requesting an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
LULULEMON ATHLETICA INC. Agenda Number: 935847600
--------------------------------------------------------------------------------------------------------------------------
Security: 550021109
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: LULU
ISIN: US5500211090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: Michael Casey Mgmt For For
1b. Election of Class I Director: Glenn Murphy Mgmt For For
1c. Election of Class I Director: David Mgmt For For
Mussafer
1d. Election of Class II Director: Isabel Mahe Mgmt For For
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending January 28,
2024.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
4. To cast an advisory vote on the frequency Mgmt 1 Year
of including advisory say-on-pay votes in
proxy materials for future shareholder
meetings.
5. To approve the adoption of the lululemon Mgmt For For
2023 Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
MAGNITE, INC. Agenda Number: 935849539
--------------------------------------------------------------------------------------------------------------------------
Security: 55955D100
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: MGNI
ISIN: US55955D1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul Caine Mgmt For For
1b. Election of Director: Doug Knopper Mgmt For For
1c. Election of Director: David Pearson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the company's independent
registered public accounting firm for the
current fiscal year.
3. To approve, on an advisory basis, of the Mgmt For For
compensation of the company's named
executive officers.
4. To approve the Magnite, Inc. Amended and Mgmt For For
Restated 2014 Equity Incentive Plan.
5. To approve the Magnite, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
MARKETAXESS HOLDINGS INC. Agenda Number: 935842333
--------------------------------------------------------------------------------------------------------------------------
Security: 57060D108
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: MKTX
ISIN: US57060D1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard M. McVey Mgmt For For
1b. Election of Director: Christopher R. Mgmt For For
Concannon
1c. Election of Director: Nancy Altobello Mgmt For For
1d. Election of Director: Steven L. Begleiter Mgmt For For
1e. Election of Director: Stephen P. Casper Mgmt For For
1f. Election of Director: Jane Chwick Mgmt For For
1g. Election of Director: William F. Cruger Mgmt For For
1h. Election of Director: Kourtney Gibson Mgmt For For
1i. Election of Director: Richard G. Ketchum Mgmt For For
1j. Election of Director: Emily H. Portney Mgmt For For
1k. Election of Director: Richard L. Prager Mgmt For For
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the year ending December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the 2023
Proxy Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 935801541
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony K. Anderson Mgmt For For
1b. Election of Director: John Q. Doyle Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Oscar Fanjul Mgmt For For
1e. Election of Director: H. Edward Hanway Mgmt For For
1f. Election of Director: Judith Hartmann Mgmt For For
1g. Election of Director: Deborah C. Hopkins Mgmt For For
1h. Election of Director: Tamara Ingram Mgmt For For
1i. Election of Director: Jane H. Lute Mgmt For For
1j. Election of Director: Steven A. Mills Mgmt For For
1k. Election of Director: Bruce P. Nolop Mgmt For For
1l. Election of Director: Morton O. Schapiro Mgmt For For
1m. Election of Director: Lloyd M. Yates Mgmt For For
1n. Election of Director: Ray G. Young Mgmt For For
2. Advisory (Nonbinding) Vote to Approve Named Mgmt For For
Executive Officer Compensation
3. Advisory (Nonbinding) Vote on the Frequency Mgmt 1 Year For
of Future Votes on Named Executive Officer
Compensation
4. Ratification of Selection of Independent Mgmt For For
Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
MARVELL TECHNOLOGY, INC. Agenda Number: 935858463
--------------------------------------------------------------------------------------------------------------------------
Security: 573874104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: MRVL
ISIN: US5738741041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sara Andrews Mgmt For For
1b. Election of Director: W. Tudor Brown Mgmt For For
1c. Election of Director: Brad W. Buss Mgmt For For
1d. Election of Director: Rebecca W. House Mgmt For For
1e. Election of Director: Marachel L. Knight Mgmt For For
1f. Election of Director: Matthew J. Murphy Mgmt For For
1g. Election of Director: Michael G. Strachan Mgmt For For
1h. Election of Director: Robert E. Switz Mgmt For For
1i. Election of Director: Ford Tamer Mgmt For For
2. An advisory (non-binding) vote to approve Mgmt For For
compensation of our named executive
officers.
3. To conduct an advisory (non-binding) vote Mgmt 1 Year For
on the frequency of holding an advisory
shareholder vote on executive compensation.
4. To ratify the appointment of Deloitte and Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending February 3, 2024.
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 935858437
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For
1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For
1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For
1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For
1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For
1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For
1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For
1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For
1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For
1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For
1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For
2. Advisory approval of Mastercard's executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Approval of Mastercard Incorporated Mgmt For For
Employee Stock Purchase Plan.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for Mastercard for 2023.
6. Consideration of a stockholder proposal Shr Against For
requesting a report on ensuring respect for
civil liberties.
7. Consideration of a stockholder proposal Shr Against For
requesting a report on Mastercard's stance
on new Merchant Category Code.
8. Consideration of a stockholder proposal Shr Against For
requesting lobbying disclosure.
9. Consideration of a stockholder proposal Shr Against For
requesting stockholders approve advance
notice bylaw amendments.
10. Consideration of a stockholder proposal Shr Against For
requesting a report on the cost-benefit
analysis of diversity and inclusion
efforts.
--------------------------------------------------------------------------------------------------------------------------
MATADOR RESOURCES COMPANY Agenda Number: 935841470
--------------------------------------------------------------------------------------------------------------------------
Security: 576485205
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: MTDR
ISIN: US5764852050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph Wm. Foran Mgmt For For
1b. Election of Director: Reynald A. Baribault Mgmt For For
1c. Election of Director: Timothy E. Parker Mgmt For For
1d. Election of Director: Shelley F. Appel Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
META PLATFORMS, INC. Agenda Number: 935830960
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: META
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt For For
Marc L. Andreessen Mgmt For For
Andrew W. Houston Mgmt For For
Nancy Killefer Mgmt For For
Robert M. Kimmitt Mgmt For For
Sheryl K. Sandberg Mgmt For For
Tracey T. Travis Mgmt For For
Tony Xu Mgmt For For
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Meta Platforms, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. A shareholder proposal regarding government Shr Against For
takedown requests.
4. A shareholder proposal regarding dual class Shr Against For
capital structure.
5. A shareholder proposal regarding human Shr Against For
rights impact assessment of targeted
advertising.
6. A shareholder proposal regarding report on Shr Against For
lobbying disclosures.
7. A shareholder proposal regarding report on Shr Against For
allegations of political entanglement and
content management biases in India.
8. A shareholder proposal regarding report on Shr Against For
framework to assess company lobbying
alignment with climate goals.
9. A shareholder proposal regarding report on Shr Against For
reproductive rights and data privacy.
10. A shareholder proposal regarding report on Shr Against For
enforcement of Community Standards and user
content.
11. A shareholder proposal regarding report on Shr Against For
child safety impacts and actual harm
reduction to children.
12. A shareholder proposal regarding report on Shr Against For
pay calibration to externalized costs.
13. A shareholder proposal regarding Shr Against For
performance review of the audit & risk
oversight committee.
--------------------------------------------------------------------------------------------------------------------------
MGM RESORTS INTERNATIONAL Agenda Number: 935791788
--------------------------------------------------------------------------------------------------------------------------
Security: 552953101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: MGM
ISIN: US5529531015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Barry Diller Mgmt For For
1b. Election of Director: Alexis M. Herman Mgmt For For
1c. Election of Director: William J. Hornbuckle Mgmt For For
1d. Election of Director: Mary Chris Jammet Mgmt For For
1e. Election of Director: Joey Levin Mgmt For For
1f. Election of Director: Rose McKinney-James Mgmt For For
1g. Election of Director: Keith A. Meister Mgmt For For
1h. Election of Director: Paul Salem Mgmt For For
1i. Election of Director: Jan G. Swartz Mgmt For For
1j. Election of Director: Daniel J. Taylor Mgmt For For
1k. Election of Director: Ben Winston Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP, as the independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency with which the Company conducts
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MONOLITHIC POWER SYSTEMS, INC. Agenda Number: 935853069
--------------------------------------------------------------------------------------------------------------------------
Security: 609839105
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: MPWR
ISIN: US6098391054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Victor K. Lee Mgmt For For
1.2 Election of Director: James C. Moyer Mgmt Withheld Against
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. Approve, on an advisory basis, the 2022 Mgmt For For
executive compensation.
4. Recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
executive compensation.
5. Approve the amendment and restatement of Mgmt For For
the Monolithic Power Systems, Inc. 2004
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
NATERA, INC. Agenda Number: 935840529
--------------------------------------------------------------------------------------------------------------------------
Security: 632307104
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: NTRA
ISIN: US6323071042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rowan Chapman Mgmt For For
Herm Rosenman Mgmt For For
Jonathan Sheena Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Natera, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of Natera, Inc.'s
named executive officers as disclosed in
the proxy statement.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 935831126
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Mathias Dopfner
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Reed Hastings
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Jay Hoag
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Ted Sarandos
2. Ratification of appointment of independent Mgmt For For
registered public accounting firm.
3. Advisory approval of named executive Mgmt For For
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal entitled, "Proposal 5 Shr Against For
- Reform the Current Impossible Special
Shareholder Meeting Requirements," if
properly presented at the meeting.
6. Stockholder proposal entitled, Shr Against For
"Netflix-Exclusive Board of Directors," if
properly presented at the meeting.
7. Stockholder proposal requesting a report on Shr Against For
the Company's 401(K) Plan, if properly
presented at the meeting.
8. Stockholder proposal entitled, "Policy on Shr Against For
Freedom of Association," if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
OKTA, INC. Agenda Number: 935863476
--------------------------------------------------------------------------------------------------------------------------
Security: 679295105
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: OKTA
ISIN: US6792951054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Shellye Archambeau Mgmt For For
Robert L. Dixon, Jr. Mgmt For For
Benjamin Horowitz Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
January 31, 2024.
3. To approve, on an advisory non-binding Mgmt For For
basis, the compensation of our named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
PARAGON 28, INC Agenda Number: 935800664
--------------------------------------------------------------------------------------------------------------------------
Security: 69913P105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: FNA
ISIN: US69913P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Quentin Blackford Mgmt For For
Alf Grunwald Mgmt For For
Stephen Oesterle, M.D. Mgmt For For
2. Approve an Amendment to the Paragon 28, Mgmt For For
Inc. Amended and Restated Certificate of
Incorporation to Declassify the Board of
Directors commencing with the 2028 annual
meeting of stockholders.
3. Approve an Amendment to the Paragon 28, Mgmt For For
Inc. Amended and Restated Certificate of
Incorporation to remove Super majority
Voting Requirements from and after the 2028
annual meeting of stockholders.
4. Ratify the Appointment of Deloitte & Touche Mgmt For For
LLP as the Company's Independent Registered
Public Accounting Firm for the Fiscal Year
Ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
PAYCOM SOFTWARE, INC. Agenda Number: 935812227
--------------------------------------------------------------------------------------------------------------------------
Security: 70432V102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: PAYC
ISIN: US70432V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class I director: Sharen J. Mgmt For For
Turney
1.2 Election of Class I director: J.C. Watts, Mgmt For For
Jr.
2. Ratification of the appointment of Grant Mgmt For For
Thornton LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
4. Approval of the Paycom Software, Inc. 2023 Mgmt For For
Long-Term Incentive Plan.
5. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company.
6. Stockholder proposal to adopt a majority Shr Against For
vote standard in uncontested director
elections, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
PAYLOCITY HOLDING CORPORATION Agenda Number: 935720361
--------------------------------------------------------------------------------------------------------------------------
Security: 70438V106
Meeting Type: Annual
Meeting Date: 01-Dec-2022
Ticker: PCTY
ISIN: US70438V1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Steven R. Beauchamp Mgmt For For
Virginia G. Breen Mgmt For For
Robin L. Pederson Mgmt For For
Andres D. Reiner Mgmt For For
Kenneth B. Robinson Mgmt For For
Ronald V. Waters III Mgmt For For
Toby J. Williams Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending June 30, 2023.
3. Advisory vote to approve compensation of Mgmt For For
named executive officers.
4. Frequency of advisory vote to approve the Mgmt 1 Year For
compensation of named executive officers.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 935821036
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rodney C. Adkins Mgmt For For
1b. Election of Director: Jonathan Christodoro Mgmt For For
1c. Election of Director: John J. Donahoe Mgmt For For
1d. Election of Director: David W. Dorman Mgmt For For
1e. Election of Director: Belinda J. Johnson Mgmt For For
1f. Election of Director: Enrique Lores Mgmt For For
1g. Election of Director: Gail J. McGovern Mgmt For For
1h. Election of Director: Deborah M. Messemer Mgmt For For
1i. Election of Director: David M. Moffett Mgmt For For
1j. Election of Director: Ann M. Sarnoff Mgmt For For
1k. Election of Director: Daniel H. Schulman Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Approval of the PayPal Holdings, Inc. 2015 Mgmt For For
Equity Incentive Award Plan, as Amended and
Restated.
4. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our
Independent Auditor for 2023.
5. Stockholder Proposal - Provision of Shr Against For
Services in Conflict Zones.
6. Stockholder Proposal - Reproductive Rights Shr Against For
and Data Privacy.
7. Stockholder Proposal - PayPal Transparency Shr Against For
Reports.
8. Stockholder Proposal - Report on Ensuring Shr Against For
Respect for Civil Liberties.
9. Stockholder Proposal - Adopt Majority Vote Shr Against For
Standard for Director Elections.
--------------------------------------------------------------------------------------------------------------------------
PDF SOLUTIONS, INC. Agenda Number: 935850467
--------------------------------------------------------------------------------------------------------------------------
Security: 693282105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: PDFS
ISIN: US6932821050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Joseph R. Bronson Mgmt For For
1.2 Election of Director: Ye Jane Li Mgmt For For
2. To ratify the appointment BPM LLP as our Mgmt For For
independent registered public accounting
firm for the year ending December 31, 2023.
3. To approve our Eighth Amended and Restated Mgmt For For
2011 Stock Incentive Plan.
4. To approve, by a non-binding advisory vote, Mgmt For For
the compensation of our named executive
officers disclosed in this Proxy Statement.
5. To approve, by a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future advisory votes
on named executive officer compensation.
--------------------------------------------------------------------------------------------------------------------------
PENUMBRA, INC. Agenda Number: 935825553
--------------------------------------------------------------------------------------------------------------------------
Security: 70975L107
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: PEN
ISIN: US70975L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Arani Bose, M.D. Mgmt For For
Bridget O'Rourke Mgmt For For
Surbhi Sarna Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm for Penumbra, Inc.
for the fiscal year ending December 31,
2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of Penumbra, Inc.'s named
executive officers as disclosed in the
proxy statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on named
executive officer compensation.
--------------------------------------------------------------------------------------------------------------------------
PHREESIA, INC. Agenda Number: 935869478
--------------------------------------------------------------------------------------------------------------------------
Security: 71944F106
Meeting Type: Annual
Meeting Date: 28-Jun-2023
Ticker: PHR
ISIN: US71944F1066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Chaim Indig Mgmt For For
Michael Weintraub Mgmt For For
Edward Cahill Mgmt Withheld Against
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
January 31, 2024.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers, as disclosed in the
Proxy Statement.
4. To approve an amendment to our Seventh Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company as
permitted pursuant to recent amendments to
Delaware General Corporation Law.
--------------------------------------------------------------------------------------------------------------------------
PIONEER NATURAL RESOURCES COMPANY Agenda Number: 935817241
--------------------------------------------------------------------------------------------------------------------------
Security: 723787107
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: PXD
ISIN: US7237871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: A.R. Alameddine Mgmt For For
1b. ELECTION OF DIRECTOR: Lori G. Billingsley Mgmt For For
1c. ELECTION OF DIRECTOR: Edison C. Buchanan Mgmt For For
1d. ELECTION OF DIRECTOR: Richard P. Dealy Mgmt For For
1e. ELECTION OF DIRECTOR: Maria S. Dreyfus Mgmt For For
1f. ELECTION OF DIRECTOR: Matthew M. Gallagher Mgmt For For
1g. ELECTION OF DIRECTOR: Phillip A. Gobe Mgmt For For
1h. ELECTION OF DIRECTOR: Stacy P. Methvin Mgmt For For
1i. ELECTION OF DIRECTOR: Royce W. Mitchell Mgmt For For
1j. ELECTION OF DIRECTOR: Scott D. Sheffield Mgmt For For
1k. ELECTION OF DIRECTOR: J. Kenneth Thompson Mgmt For For
1l. ELECTION OF DIRECTOR: Phoebe A. Wood Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2023.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
POWERSCHOOL HOLDINGS, INC. Agenda Number: 935826341
--------------------------------------------------------------------------------------------------------------------------
Security: 73939C106
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: PWSC
ISIN: US73939C1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David Armstrong Mgmt For For
Hardeep Gulati Mgmt For For
Betty Hung Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
PRIVIA HEALTH GROUP, INC. Agenda Number: 935817594
--------------------------------------------------------------------------------------------------------------------------
Security: 74276R102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PRVA
ISIN: US74276R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Shawn Morris Mgmt For For
1.2 Election of Director: Jeff Bernstein Mgmt For For
1.3 Election of Director: Nancy Cocozza Mgmt For For
1.4 Election of Director: David King Mgmt For For
1.5 Election of Director: Thomas McCarthy Mgmt For For
1.6 Election of Director: Will Sherrill Mgmt For For
1.7 Election of Director: Bill Sullivan Mgmt For For
1.8 Election of Director: Patricia Maryland Mgmt For For
1.9 Election of Director: Jaewon Ryu, M.D. Mgmt For For
2. Approval, on an advisory (non-binding) Mgmt 1 Year For
basis, of the frequency of future advisory
votes on the compensation of our named
executive officers.
3. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
QUANTA SERVICES, INC. Agenda Number: 935816263
--------------------------------------------------------------------------------------------------------------------------
Security: 74762E102
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: PWR
ISIN: US74762E1029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Earl C. (Duke) Mgmt For For
Austin, Jr.
1b. Election of Director: Doyle N. Beneby Mgmt For For
1c. Election of Director: Vincent D. Foster Mgmt For For
1d. Election of Director: Bernard Fried Mgmt For For
1e. Election of Director: Worthing F. Jackman Mgmt For For
1f. Election of Director: Holli C. Ladhani Mgmt For For
1g. Election of Director: David M. McClanahan Mgmt For For
1h. Election of Director: R. Scott Rowe Mgmt For For
1i. Election of Director: Margaret B. Shannon Mgmt For For
1j. Election of Director: Martha B. Wyrsch Mgmt For For
2. Approval, by non-binding advisory vote, of Mgmt For For
Quanta's executive compensation.
3. Recommendation, by non-binding advisory Mgmt 1 Year For
vote, on the frequency of future advisory
votes on Quanta's executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Quanta's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
REMITLY GLOBAL, INC. Agenda Number: 935847321
--------------------------------------------------------------------------------------------------------------------------
Security: 75960P104
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: RELY
ISIN: US75960P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Bora Chung Mgmt For For
Laurent Le Moal Mgmt For For
Nigel Morris Mgmt For For
2. To approve on an advisory basis the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SAIA, INC Agenda Number: 935796093
--------------------------------------------------------------------------------------------------------------------------
Security: 78709Y105
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: SAIA
ISIN: US78709Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Donna E. Epps Mgmt For For
1.2 Election of Director: John P. Gainor, Jr. Mgmt For For
1.3 Election of Director: Kevin A. Henry Mgmt For For
1.4 Election of Director: Frederick J. Mgmt For For
Holzgrefe, III
1.5 Election of Director: Donald R. James Mgmt For For
1.6 Election of Director: Randolph W. Melville Mgmt For For
1.7 Election of Director: Richard D. O'Dell Mgmt For For
2. Approve on an advisory basis the Mgmt For For
compensation of Saia's Named Executive
Officers
3. Approve on an advisory basis the frequency Mgmt 1 Year For
of future advisory votes on executive
compensation
4. Ratify the appointment of KPMG LLP as Mgmt For For
Saia's Independent Registered Public
Accounting Firm for fiscal year 2023
--------------------------------------------------------------------------------------------------------------------------
SAREPTA THERAPEUTICS, INC. Agenda Number: 935844111
--------------------------------------------------------------------------------------------------------------------------
Security: 803607100
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: SRPT
ISIN: US8036071004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting:
Richard J. Barry
1.2 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting: M.
Kathleen Behrens, Ph.D.
1.3 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting:
Stephen L. Mayo, Ph. D.
1.4 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting:
Claude Nicaise, M.D.
2. Advisory vote to approve, on a non-binding Mgmt For For
basis, named executive officer compensation
3. Approve an amendment to the Company's 2018 Mgmt For For
Equity Incentive Plan (the "2018 Plan") to
increase the maximum aggregate number of
shares of common stock that may be issued
pursuant to awards granted under the 2018
Plan by 2,500,000 shares to 13,187,596
shares
4. Approve an amendment to the Amended and Mgmt For For
Restated 2013 Employee Stock Purchase Plan
(as amended and restated on June 27, 2016
and amended on June 6, 2019) (the "2016
ESPP") to increase the number of shares of
our common stock authorized for issuance
under the 2016 ESPP by 300,000 shares to
1,400,000 shares
5. Advisory vote on whether an advisory vote Mgmt 1 Year For
on executive compensation should be held
every one, two or three years
6. Ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the current year ending
December 31, 2023
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935821062
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NOW
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Bostrom Mgmt For For
1b. Election of Director: Teresa Briggs Mgmt For For
1c. Election of Director: Jonathan C. Chadwick Mgmt For For
1d. Election of Director: Paul E. Chamberlain Mgmt For For
1e. Election of Director: Lawrence J. Jackson, Mgmt For For
Jr.
1f. Election of Director: Frederic B. Luddy Mgmt For For
1g. Election of Director: William R. McDermott Mgmt For For
1h. Election of Director: Jeffrey A. Miller Mgmt For For
1i. Election of Director: Joseph "Larry" Mgmt For For
Quinlan
1j. Election of Director: Anita M. Sands Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers ("Say-on-Pay").
3. To ratify PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting
firm for 2023.
4. To approve the Amended and Restated 2021 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
5. To elect Deborah Black as a director. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SKYWARD SPECIALTY INSURANCE GROUP, INC. Agenda Number: 935827040
--------------------------------------------------------------------------------------------------------------------------
Security: 830940102
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: SKWD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
James Hays Mgmt For For
Robert Creager Mgmt For For
2. To consider and vote upon the ratification Mgmt For For
of the selection of Ernst & Young LLP as
the Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SMARTSHEET INC. Agenda Number: 935852435
--------------------------------------------------------------------------------------------------------------------------
Security: 83200N103
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: SMAR
ISIN: US83200N1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Geoffrey T. Barker Mgmt For For
Matthew McIlwain Mgmt For For
James N. White Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
3. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
SNOWFLAKE INC. Agenda Number: 935660705
--------------------------------------------------------------------------------------------------------------------------
Security: 833445109
Meeting Type: Annual
Meeting Date: 07-Jul-2022
Ticker: SNOW
ISIN: US8334451098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Kelly A. Mgmt For For
Kramer
1b. Election of Class II Director: Frank Mgmt For For
Slootman
1c. Election of Class II Director: Michael L. Mgmt For For
Speiser
2. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future stockholder advisory
votes on the compensation of our named
executive officers.
3. To ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the fiscal year ending January 31,
2023.
--------------------------------------------------------------------------------------------------------------------------
SPORTRADAR GROUP AG Agenda Number: 935800311
--------------------------------------------------------------------------------------------------------------------------
Security: H8088L103
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: SRAD
ISIN: CH1134239669
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Approval of the Management Report, Mgmt For For
Consolidated Financial Statements and
Statutory Financial Statements
1B Consultative vote on the Compensation Mgmt For For
Report
2 Approval of Appropriation of Available Mgmt For For
Earnings
3 Approval of Discharge of the Board of Mgmt For For
Directors and of Executive Management
4AA Election of Director: Deirdre Mary Bigley Mgmt For For
4AB Election of Director: John Andrew Doran Mgmt For For
4AC Election of Director: George Fleet Mgmt For For
4AD Election of Director: Carsten Koerl Mgmt For For
4AE Election of Director: Hafiz Lalani Mgmt For For
4AF Election of Director: Rajani Ramanathan Mgmt For For
4AG Election of Director: Marc Walder Mgmt For For
4AH Election of Director: William Jeffery Mgmt For For
Yabuki
4B Election of William Jeffery Yabuki as Chair Mgmt For For
of the Board of Directors
4CA Election of Compensation Committee: Deirdre Mgmt For For
Mary Bigley
4CB Election of Compensation Committee: John Mgmt For For
Andrew Doran
4CC Election of Compensation Committee: Hafiz Mgmt For For
Lalani
4CD Election of Compensation Committee: Marc Mgmt For For
Walder
5A Approval of the total maximum amount of Mgmt For For
Board compensation for the term of office
until the Annual General Meeting in 2024
5B Approval of the total maximum amount of Mgmt For For
Executive Management compensation for the
next financial year
6 Election of the law firm Furer Partner Mgmt For For
Advocaten KlG, Frauenfeld, Switzerland as
independent proxy
7A Election of KPMG AG, St. Gallen, Mgmt For For
Switzerland, as statutory auditors
7B Election of BDO, AG, St. Gallen, Mgmt For For
Switzerland, as special auditors
8A Amendments of the articles of association: Mgmt For For
Amendment of the Company's current
conditional share capital
8B Amendments of the articles of association: Mgmt For For
Replacement of the current authorized share
capital by a capital band
8C Amendments of the articles of association: Mgmt For For
Amendment of the provisions on compensation
in connection with the compensation policy
8D Amendments of the articles of association: Mgmt For For
Amendments in connection with shareholders'
rights and the preparation and conduct of
the Annual General Meeting
8E Amendments of the articles of association: Mgmt For For
Amendments in connection with the Board of
Directors and editorial changes
9A New or modified proposals or agenda items - Mgmt Against Against
motions by the Board
9B New or modified proposals or agenda items - Mgmt Abstain Against
motions by shareholders
--------------------------------------------------------------------------------------------------------------------------
SPS COMMERCE, INC. Agenda Number: 935797348
--------------------------------------------------------------------------------------------------------------------------
Security: 78463M107
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: SPSC
ISIN: US78463M1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Archie Black Mgmt For For
1b. Election of Director: James Ramsey Mgmt For For
1c. Election of Director: Marty Reaume Mgmt For For
1d. Election of Director: Tami Reller Mgmt For For
1e. Election of Director: Philip Soran Mgmt For For
1f. Election of Director: Anne Sempowski Ward Mgmt For For
1g. Election of Director: Sven Wehrwein Mgmt For For
2. Ratification of the selection of KPMG LLP Mgmt For For
as the independent auditor of SPS Commerce,
Inc. for the fiscal year ending December
31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the named executive officers of SPS
Commerce, Inc.
--------------------------------------------------------------------------------------------------------------------------
STERLING INFRASTRUCTURE, INC. Agenda Number: 935782145
--------------------------------------------------------------------------------------------------------------------------
Security: 859241101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: STRL
ISIN: US8592411016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Roger A. Cregg Mgmt For For
1b. Election of Director: Joseph A. Cutillo Mgmt For For
1c. Election of Director: Julie A. Dill Mgmt For For
1d. Election of Director: Dana C. O'Brien Mgmt For For
1e. Election of Director: Charles R. Patton Mgmt For For
1f. Election of Director: Thomas M. White Mgmt For For
1g. Election of Director: Dwayne A. Wilson Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to increase the number of
authorized shares of common stock to
58,000,000 shares
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers
5. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for 2023
--------------------------------------------------------------------------------------------------------------------------
STONEX GROUP INC. Agenda Number: 935757851
--------------------------------------------------------------------------------------------------------------------------
Security: 861896108
Meeting Type: Annual
Meeting Date: 01-Mar-2023
Ticker: SNEX
ISIN: US8618961085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Annabelle G. Bexiga Mgmt For For
1.2 Election of Director: Scott J. Branch Mgmt For For
1.3 Election of Director: Diane L. Cooper Mgmt For For
1.4 Election of Director: John M. Fowler Mgmt For For
1.5 Election of Director: Steven Kass Mgmt For For
1.6 Election of Director: Sean M. O'Connor Mgmt For For
1.7 Election of Director: Eric Parthemore Mgmt For For
1.8 Election of Director: John Radziwill Mgmt For For
1.9 Election of Director: Dhamu R. Thamodaran Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the 2023 fiscal year.
3. To approve the advisory (non-binding) Mgmt For For
resolution relating to executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
SUNOPTA INC. Agenda Number: 935830819
--------------------------------------------------------------------------------------------------------------------------
Security: 8676EP108
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: STKL
ISIN: CA8676EP1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dr. Albert Bolles Mgmt For For
1b. Election of Director: Rebecca Fisher Mgmt For For
1c. Election of Director: Joseph D. Ennen Mgmt For For
1d. Election of Director: Dean Hollis Mgmt For For
1e. Election of Director: Katrina Houde Mgmt For For
1f. Election of Director: Leslie Starr Keating Mgmt For For
1g. Election of Director: Diego Reynoso Mgmt For For
1h. Election of Director: Mahes S. Mgmt For For
Wickramasinghe
2. Appointment of Ernst & Young LLP Mgmt For For
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Vote to Approve Amended 2013 Stock Mgmt For For
Incentive Plan
5. Amendment of Bylaw No. 14 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr For
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 935842206
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andre Almeida Mgmt For For
Marcelo Claure Mgmt For For
Srikant M. Datar Mgmt For For
Srinivasan Gopalan Mgmt For For
Timotheus Hottges Mgmt For For
Christian P. Illek Mgmt For For
Raphael Kubler Mgmt For For
Thorsten Langheim Mgmt For For
Dominique Leroy Mgmt For For
Letitia A. Long Mgmt For For
G. Michael Sievert Mgmt For For
Teresa A. Taylor Mgmt For For
Kelvin R. Westbrook Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
Provided to the Company's Named Executive
Officers for 2022.
4. Advisory Vote on the Frequency of Future Mgmt 3 Years For
Advisory Votes to Approve the Compensation
Provided to the Company's Named Executive
Officers.
5. Approval of T-Mobile US, Inc. 2023 Mgmt For For
Incentive Award Plan.
6. Approval of T-Mobile US, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TECNOGLASS INC. Agenda Number: 935742901
--------------------------------------------------------------------------------------------------------------------------
Security: G87264100
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: TGLS
ISIN: KYG872641009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Class C Director: Jose Daes Mgmt For For
1B. Election of Class C Director: A. Lorne Weil Mgmt For For
2. Advisory approval of the compensation for Mgmt For For
the named executive officers.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935804636
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elon Musk Mgmt For For
1.2 Election of Director: Robyn Denholm Mgmt For For
1.3 Election of Director: JB Straubel Mgmt For For
2. Tesla proposal to approve executive Mgmt For For
compensation on a non- binding advisory
basis.
3. Tesla proposal to approve the frequency of Mgmt 3 Years For
future votes on executive compensation on a
non-binding advisory basis.
4. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
5. Stockholder proposal regarding reporting on Shr Against For
key-person risk.
--------------------------------------------------------------------------------------------------------------------------
TETRA TECH, INC. Agenda Number: 935756594
--------------------------------------------------------------------------------------------------------------------------
Security: 88162G103
Meeting Type: Annual
Meeting Date: 28-Feb-2023
Ticker: TTEK
ISIN: US88162G1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Dan L. Batrack Mgmt For For
1B. Election of Director: Gary R. Birkenbeuel Mgmt For For
1C. Election of Director: Prashant Gandhi Mgmt For For
1D. Election of Director: Joanne M. Maguire Mgmt For For
1E. Election of Director: Christiana Obiaya Mgmt For For
1F. Election of Director: Kimberly E. Ritrievi Mgmt For For
1G. Election of Director: J. Kenneth Thompson Mgmt For For
1H. Election of Director: Kirsten M. Volpi Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
Company's named executive officers'
compensation.
3. To indicate, on an advisory basis, the Mgmt 1 Year For
preferred frequency of future advisory
votes on the Company's named executive
officers' compensation.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
TEXAS ROADHOUSE,INC. Agenda Number: 935794570
--------------------------------------------------------------------------------------------------------------------------
Security: 882681109
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: TXRH
ISIN: US8826811098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Michael A. Crawford Mgmt For For
1.2 Election of Director: Donna E. Epps Mgmt For For
1.3 Election of Director: Gregory N. Moore Mgmt For For
1.4 Election of Director: Gerald L. Morgan Mgmt For For
1.5 Election of Director: Curtis A. Warfield Mgmt For For
1.6 Election of Director: Kathleen M. Widmer Mgmt Withheld Against
1.7 Election of Director: James R. Zarley Mgmt For For
2. Proposal to Ratify the Appointment of KPMG Mgmt For For
LLP as Texas Roadhouse's Independent
Auditors for 2023.
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation.
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Frequency of the Advisory Vote on Executive
Compensation.
5. An Advisory Vote on a Shareholder Proposal Shr Against For
Regarding the Issuance of a Climate Report.
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 935809523
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Marianne C. Brown Mgmt For For
1b. Election of director: Frank C. Herringer Mgmt For For
1c. Election of director: Gerri K. Mgmt For For
Martin-Flickinger
1d. Election of director: Todd M. Ricketts Mgmt For For
1e. Election of director: Carolyn Mgmt For For
Schwab-Pomerantz
2. Ratification of the selection of Deloitte & Mgmt For For
Touche LLP as independent auditors
3. Advisory vote to approve named executive Mgmt For For
officer compensation
4. Frequency of advisory vote on named Mgmt 1 Year For
executive officer compensation
5. Stockholder Proposal requesting pay equity Shr Against For
disclosure
6. Stockholder Proposal requesting company Shr Against For
report on discrimination risk oversight and
impact
--------------------------------------------------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC. Agenda Number: 935714659
--------------------------------------------------------------------------------------------------------------------------
Security: 518439104
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: EL
ISIN: US5184391044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Ronald S. Mgmt For For
Lauder
1b. Election of Class II Director: William P. Mgmt For For
Lauder
1c. Election of Class II Director: Richard D. Mgmt For For
Parsons
1d. Election of Class II Director: Lynn Mgmt For For
Forester de Rothschild
1e. Election of Class II Director: Jennifer Mgmt For For
Tejada
1f. Election of Class II Director: Richard F. Mgmt For For
Zannino
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the 2023 fiscal year.
3. Advisory vote to approve executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr Against For
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr Against For
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr Against For
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE TRADE DESK, INC. Agenda Number: 935821391
--------------------------------------------------------------------------------------------------------------------------
Security: 88339J105
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: TTD
ISIN: US88339J1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jeff T. Green Mgmt For For
Andrea L. Cunningham Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
THE VITA COCO COMPANY, INC. Agenda Number: 935835732
--------------------------------------------------------------------------------------------------------------------------
Security: 92846Q107
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: COCO
ISIN: US92846Q1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael Kirban Mgmt For For
John Leahy Mgmt For For
Kenneth Sadowsky Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TRANSMEDICS GROUP, INC. Agenda Number: 935821442
--------------------------------------------------------------------------------------------------------------------------
Security: 89377M109
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: TMDX
ISIN: US89377M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Waleed Hassanein, Mgmt For For
M.D.
1b. Election of Director: James R. Tobin Mgmt For For
1c. Election of Director: Edward M. Basile Mgmt For For
1d. Election of Director: Thomas J. Gunderson Mgmt For For
1e. Election of Director: Edwin M. Kania, Jr. Mgmt For For
1f. Election of Director: Stephanie Lovell Mgmt For For
1g. Election of Director: Merilee Raines Mgmt For For
1h. Election of Director: David Weill, M.D. Mgmt For For
2. To approve, on a non-binding advisory Mgmt For For
basis, the compensation paid to
TransMedics' named executive officers.
3. To approve an amendment to the TransMedics Mgmt For For
Group, Inc. 2019 Stock Incentive Plan to
increase the maximum aggregate number of
shares of common stock that may be issued
pursuant to awards granted under the
TransMedics Group, Inc. 2019 Stock
Incentive Plan as set forth in the proxy
statement.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as TransMedics
Group, Inc.'s independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TREACE MEDICAL CONCEPTS, INC. Agenda Number: 935803773
--------------------------------------------------------------------------------------------------------------------------
Security: 89455T109
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: TMCI
ISIN: US89455T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lance A. Berry Mgmt For For
Elizabeth S. Hanna Mgmt For For
Jane E. Kiernan Mgmt For For
2. Proposal to ratify the appointment of Grant Mgmt For For
Thornton LLP as independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
UBER TECHNOLOGIES, INC. Agenda Number: 935791726
--------------------------------------------------------------------------------------------------------------------------
Security: 90353T100
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: UBER
ISIN: US90353T1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald Sugar Mgmt For For
1b. Election of Director: Revathi Advaithi Mgmt For For
1c. Election of Director: Ursula Burns Mgmt For For
1d. Election of Director: Robert Eckert Mgmt For For
1e. Election of Director: Amanda Ginsberg Mgmt For For
1f. Election of Director: Dara Khosrowshahi Mgmt For For
1g. Election of Director: Wan Ling Martello Mgmt Against Against
1h. Election of Director: John Thain Mgmt For For
1i. Election of Director: David Trujillo Mgmt For For
1j. Election of Director: Alexander Wynaendts Mgmt For For
2. Advisory vote to approve 2022 named Mgmt For For
executive officer compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
4. Stockholder proposal to prepare an Shr Against For
independent third-party audit on Driver
health and safety.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 935831241
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: ULTA
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michelle L. Collins Mgmt For For
1b. Election of Director: Patricia A. Little Mgmt For For
1c. Election of Director: Heidi G. Petz Mgmt For For
1d. Election of Director: Michael C. Smith Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to declassify our Board of
Directors and provide for the annual
election of directors.
3. To approve amendments to our Bylaws to Mgmt For For
provide that directors may be removed by
the holders of a majority of the shares
then entitled to vote at an election of
directors and, if Proposal 2 is approved,
with or without cause.
4. To approve an amendment to our Certificate Mgmt For For
of Incorporation to replace all
supermajority voting standards for
amendments to the Certificate of
Incorporation with a majority standard.
5. To approve an amendment to our Bylaws to Mgmt For For
replace all supermajority voting standards
for amendments to the Bylaws with a
majority standard.
6. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year 2023,
ending February 3, 2024.
7. Advisory resolution to approve the Mgmt For For
Company's executive compensation.
8. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the Company's executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
UNION PACIFIC CORPORATION Agenda Number: 935805703
--------------------------------------------------------------------------------------------------------------------------
Security: 907818108
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: UNP
ISIN: US9078181081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: William J. DeLaney Mgmt For For
1b. Election of Director: David B. Dillon Mgmt For For
1c. Election of Director: Sheri H. Edison Mgmt For For
1d. Election of Director: Teresa M. Finley Mgmt For For
1e. Election of Director: Lance M. Fritz Mgmt For For
1f. Election of Director: Deborah C. Hopkins Mgmt For For
1g. Election of Director: Jane H. Lute Mgmt For For
1h. Election of Director: Michael R. McCarthy Mgmt For For
1i. Election of Director: Jose H. Villarreal Mgmt For For
1j. Election of Director: Christopher J. Mgmt For For
Williams
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm of the Company for
2023.
3. An advisory vote to approve executive Mgmt For For
compensation ("Say On Pay").
4. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation
("Say on Frequency").
5. Shareholder proposal regarding independent Shr Against For
board chairman.
6. Shareholder proposal requesting an Shr Against For
amendment to our Bylaws to require
shareholder approval for certain future
amendments.
7. Shareholder proposal requesting a paid sick Shr Against For
leave policy.
--------------------------------------------------------------------------------------------------------------------------
UNITED AIRLINES HOLDINGS, INC. Agenda Number: 935819461
--------------------------------------------------------------------------------------------------------------------------
Security: 910047109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: UAL
ISIN: US9100471096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carolyn Corvi Mgmt For For
1b. Election of Director: Matthew Friend Mgmt For For
1c. Election of Director: Barney Harford Mgmt For For
1d. Election of Director: Michele J. Hooper Mgmt For For
1e. Election of Director: Walter Isaacson Mgmt For For
1f. Election of Director: James A. C. Kennedy Mgmt For For
1g. Election of Director: J. Scott Kirby Mgmt For For
1h. Election of Director: Edward M. Philip Mgmt For For
1i. Election of Director: Edward L. Shapiro Mgmt For For
1j. Election of Director: Laysha Ward Mgmt For For
1k. Election of Director: James M. Whitehurst Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP to Serve as the Company's
Independent Registered Public Accounting
Firm for the Fiscal Year Ending December
31, 2023.
3. A Vote to Approve, on a Nonbinding Advisory Mgmt For For
Basis, the Compensation of the Company's
Named Executive Officers.
4. A Vote to Approve, on a Nonbinding Advisory Mgmt 1 Year For
Basis, the Frequency (i.e., every one, two
or three years) of Holding Future Advisory
Votes to Approve the Compensation of the
Company's Named Executive Officers.
5. A Vote to Approve the First Amendment to Mgmt For For
the United Airlines Holdings, Inc. 2021
Incentive Compensation Plan.
6. A Vote to Approve the Amended and Restated Mgmt For For
United Airlines Holdings, Inc. Director
Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
UNITY SOFTWARE INC Agenda Number: 935711134
--------------------------------------------------------------------------------------------------------------------------
Security: 91332U101
Meeting Type: Special
Meeting Date: 07-Oct-2022
Ticker: U
ISIN: US91332U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The issuance of shares of Unity Software Mgmt For For
Inc. ("Unity") common stock in connection
with the merger contemplated by the
Agreement and Plan of Merger, dated July
13, 2022, by and among Unity, ironSource
Ltd. and Ursa Aroma Merger Subsidiary Ltd.,
a direct wholly owned subsidiary of Unity
(the "Unity issuance proposal").
2. The adjournment of the special meeting, if Mgmt For For
necessary, to solicit additional proxies if
there are not sufficient votes to approve
the Unity issuance proposal at the time of
the special meeting.
--------------------------------------------------------------------------------------------------------------------------
VALMONT INDUSTRIES, INC. Agenda Number: 935776990
--------------------------------------------------------------------------------------------------------------------------
Security: 920253101
Meeting Type: Annual
Meeting Date: 24-Apr-2023
Ticker: VMI
ISIN: US9202531011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Mogens C. Bay Mgmt For For
Ritu Favre Mgmt For For
Richard A. Lanoha Mgmt For For
2. Advisory approval of the company's Mgmt For For
executive compensation.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on the company's executive
compensation.
4. Ratifying the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditors for
fiscal 2023.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WALMART INC. Agenda Number: 935833144
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cesar Conde Mgmt For For
1b. Election of Director: Timothy P. Flynn Mgmt For For
1c. Election of Director: Sarah J. Friar Mgmt For For
1d. Election of Director: Carla A. Harris Mgmt For For
1e. Election of Director: Thomas W. Horton Mgmt For For
1f. Election of Director: Marissa A. Mayer Mgmt For For
1g. Election of Director: C. Douglas McMillon Mgmt For For
1h. Election of Director: Gregory B. Penner Mgmt For For
1i. Election of Director: Randall L. Stephenson Mgmt For For
1j. Election of Director: S. Robson Walton Mgmt For For
1k. Election of Director: Steuart L. Walton Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Ernst & Young LLP as Mgmt For For
Independent Accountants.
5. Policy Regarding Worker Pay in Executive Shr Against For
Compensation.
6. Report on Human Rights Due Diligence. Shr Against For
7. Racial Equity Audit. Shr Against For
8. Racial and Gender Layoff Diversity Report. Shr Against For
9. Request to Require Shareholder Approval of Shr Against For
Certain Future Bylaw Amendments.
10. Report on Reproductive Rights and Data Shr Against For
Privacy.
11. Communist China Risk Audit. Shr Against For
12. Workplace Safety & Violence Review. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
--------------------------------------------------------------------------------------------------------------------------
WILLSCOT MOBILE MINI HOLDINGS CORP. Agenda Number: 935830996
--------------------------------------------------------------------------------------------------------------------------
Security: 971378104
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: WSC
ISIN: US9713781048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a one-year Mgmt For For
term: Mark S. Bartlett
1b. Election of Director to serve a one-year Mgmt For For
term: Erika T. Davis
1c. Election of Director to serve a one-year Mgmt For For
term: Gerard E. Holthaus
1d. Election of Director to serve a one-year Mgmt For For
term: Erik Olsson
1e. Election of Director to serve a one-year Mgmt For For
term: Rebecca L. Owen
1f. Election of Director to serve a one-year Mgmt For For
term: Jeff Sagansky
1g. Election of Director to serve a one-year Mgmt For For
term: Bradley L. Soultz
1h. Election of Director to serve a one-year Mgmt For For
term: Michael W. Upchurch
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as independent registered public
accounting firm of WillScot Mobile Mini
Holdings Corp. for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of the named
executive officers of WillScot Mobile Mini
Holdings Corp.
--------------------------------------------------------------------------------------------------------------------------
WNS (HOLDINGS) LIMITED Agenda Number: 935703430
--------------------------------------------------------------------------------------------------------------------------
Security: 92932M101
Meeting Type: Annual
Meeting Date: 22-Sep-2022
Ticker: WNS
ISIN: US92932M1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the audited annual accounts of Mgmt For For
the Company for the financial year ended
March 31, 2022, together with the auditors'
report.
2. Re-appointment of Grant Thornton Bharat LLP Mgmt For For
as the auditors of the Company.
3. Approval of auditors' remuneration for the Mgmt For For
financial year ending March 31, 2023.
4. Re-election of the Class I Director, Mr. Mgmt For For
Timothy L Main.
5. Re-election of the Class I Director, Ms. Mgmt For For
Thi Nhuoc Lan Tu.
6. Re-election of the Class I Director, Mr. Mgmt For For
Mario P Vitale.
7. Re-election of the Class I Director Mr. Mgmt For For
Gareth Williams to serve until the end of
his term on December 31, 2022.
8. Approval of Directors' remuneration for the Mgmt For For
period from the Annual General Meeting
until the next annual general meeting of
the Company to be held in respect of the
financial year ending March 31, 2023.
9. Increase in the ordinary shares/American Mgmt For For
Depositary Shares ("ADSs") to be available
or reserved for grant under the Company's
2016 Incentive Award Plan as may be amended
and restated pursuant to and in accordance
with the terms thereof, the 2016 Incentive
Award Plan or ("the Plan") by 2.2 million
ordinary shares/ADSs, (representing 4.57 %
of the total outstanding share capital as
on June 30, 2022 excluding treasury shares)
and adoption of the Company's Fourth
Amended and ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
WORKIVA INC. Agenda Number: 935824727
--------------------------------------------------------------------------------------------------------------------------
Security: 98139A105
Meeting Type: Annual
Meeting Date: 30-May-2023
Ticker: WK
ISIN: US98139A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Michael M. Crow, Mgmt For For
Ph.D.
1.2 Election of Director: Julie Iskow Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Workiva's named executive
officers.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
WYNN RESORTS, LIMITED Agenda Number: 935785494
--------------------------------------------------------------------------------------------------------------------------
Security: 983134107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: WYNN
ISIN: US9831341071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Richard J. Byrne Mgmt For For
Patricia Mulroy Mgmt For For
Philip G. Satre Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for 2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of our named
executive officers as described in the
proxy statement.
4. To approve, on a non-binding advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes to approve the compensation of our
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
XPONENTIAL FITNESS, INC Agenda Number: 935802113
--------------------------------------------------------------------------------------------------------------------------
Security: 98422X101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: XPOF
ISIN: US98422X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director to serve Mgmt For For
until the 2026 Annual Meeting: Chelsea
Grayson
1b. Election of Class II Director to serve Mgmt For For
until the 2026 Annual Meeting: Jair Clarke
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ZETA GLOBAL HOLDINGS CORP. Agenda Number: 935844161
--------------------------------------------------------------------------------------------------------------------------
Security: 98956A105
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: ZETA
ISIN: US98956A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: William Landman Mgmt For For
1.2 Election of Director: Robert Niehaus Mgmt For For
1.3 Election of Director: Jeanine Silberblatt Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ZOETIS INC. Agenda Number: 935801224
--------------------------------------------------------------------------------------------------------------------------
Security: 98978V103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ZTS
ISIN: US98978V1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Vanessa Broadhurst Mgmt For For
1c. Election of Director: Frank A. D'Amelio Mgmt For For
1d. Election of Director: Michael B. Mgmt For For
McCallister
1e. Election of Director: Gregory Norden Mgmt For For
1f. Election of Director: Louise M. Parent Mgmt For For
1g. Election of Director: Kristin C. Peck Mgmt For For
1h. Election of Director: Robert W. Scully Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Ratification of appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for 2023.
4. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to create a
right to call a special meeting.
5. Shareholder proposal regarding ability to Shr Against For
call a special meeting.
--------------------------------------------------------------------------------------------------------------------------
ZSCALER, INC. Agenda Number: 935743434
--------------------------------------------------------------------------------------------------------------------------
Security: 98980G102
Meeting Type: Annual
Meeting Date: 13-Jan-2023
Ticker: ZS
ISIN: US98980G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andrew Brown Mgmt For For
Scott Darling Mgmt For For
David Schneider Mgmt For For
2. To ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2023.
3. To approve on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
Calamos Hedged Equity Fund
--------------------------------------------------------------------------------------------------------------------------
3M COMPANY Agenda Number: 935791550
--------------------------------------------------------------------------------------------------------------------------
Security: 88579Y101
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: MMM
ISIN: US88579Y1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas "Tony" K. Brown
1b. Election of Director for a term of one Mgmt For For
year: Anne H. Chow
1c. Election of Director for a term of one Mgmt For For
year: David B. Dillon
1d. Election of Director for a term of one Mgmt For For
year: Michael L. Eskew
1e. Election of Director for a term of one Mgmt For For
year: James R. Fitterling
1f. Election of Director for a term of one Mgmt For For
year: Amy E. Hood
1g. Election of Director for a term of one Mgmt For For
year: Suzan Kereere
1h. Election of Director for a term of one Mgmt For For
year: Gregory R. Page
1i. Election of Director for a term of one Mgmt For For
year: Pedro J. Pizarro
1j. Election of Director for a term of one Mgmt For For
year: Michael F. Roman
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as 3M's
independent registered public accounting
firm.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval on the frequency of Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ABBOTT LABORATORIES Agenda Number: 935777865
--------------------------------------------------------------------------------------------------------------------------
Security: 002824100
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: ABT
ISIN: US0028241000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. J. Alpern Mgmt For For
1b. Election of Director: C. Babineaux-Fontenot Mgmt For For
1c. Election of Director: S. E. Blount Mgmt For For
1d. Election of Director: R. B. Ford Mgmt For For
1e. Election of Director: P. Gonzalez Mgmt For For
1f. Election of Director: M. A. Kumbier Mgmt For For
1g. Election of Director: D. W. McDew Mgmt For For
1h. Election of Director: N. McKinstry Mgmt For For
1i. Election of Director: M. G. O'Grady Mgmt For For
1j. Election of Director: M. F. Roman Mgmt For For
1k. Election of Director: D. J. Starks Mgmt For For
1l. Election of Director: J. G. Stratton Mgmt For For
2. Ratification of Ernst & Young LLP As Mgmt For For
Auditors
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Approval of the Frequency of Shareholder
Votes on Executive Compensation
5. Shareholder Proposal - Special Shareholder Shr Against For
Meeting Threshold
6. Shareholder Proposal - Independent Board Shr Against For
Chairman
7. Shareholder Proposal - Lobbying Disclosure Shr Against For
8. Shareholder Proposal - Incentive Shr Against For
Compensation
--------------------------------------------------------------------------------------------------------------------------
ABBVIE INC. Agenda Number: 935786484
--------------------------------------------------------------------------------------------------------------------------
Security: 00287Y109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ABBV
ISIN: US00287Y1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Robert J. Mgmt For For
Alpern
1b. Election of Class II Director: Melody B. Mgmt For For
Meyer
1c. Election of Class II Director: Frederick H. Mgmt For For
Waddell
2. Ratification of Ernst & Young LLP as Mgmt For For
AbbVie's independent registered public
accounting firm for 2023.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Approval of a management proposal regarding Mgmt For For
amendment of the certificate of
incorporation to eliminate supermajority
voting.
5. Stockholder Proposal - to Implement Simple Shr Against For
Majority Vote.
6. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Political Spending.
7. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Lobbying.
8. Stockholder Proposal - to Issue a Report on Shr Against For
Patent Process.
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ACTIVISION BLIZZARD, INC. Agenda Number: 935851762
--------------------------------------------------------------------------------------------------------------------------
Security: 00507V109
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: ATVI
ISIN: US00507V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reveta Bowers Mgmt For For
1b. Election of Director: Kerry Carr Mgmt For For
1c. Election of Director: Robert Corti Mgmt For For
1d. Election of Director: Brian Kelly Mgmt For For
1e. Election of Director: Robert Kotick Mgmt For For
1f. Election of Director: Barry Meyer Mgmt For For
1g. Election of Director: Robert Morgado Mgmt For For
1h. Election of Director: Peter Nolan Mgmt For For
1i. Election of Director: Dawn Ostroff Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes to approve our executive
compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
5. Shareholder proposal regarding shareholder Shr For Against
ratification of termination pay.
6. Shareholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
7. Withdrawn by proponent Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ADOBE INC. Agenda Number: 935770126
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: ADBE
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Amy Banse
1b. Election of Director to serve for a Mgmt For For
one-year term: Brett Biggs
1c. Election of Director to serve for a Mgmt For For
one-year term: Melanie Boulden
1d. Election of Director to serve for a Mgmt For For
one-year term: Frank Calderoni
1e. Election of Director to serve for a Mgmt For For
one-year term: Laura Desmond
1f. Election of Director to serve for a Mgmt For For
one-year term: Shantanu Narayen
1g. Election of Director to serve for a Mgmt For For
one-year term: Spencer Neumann
1h. Election of Director to serve for a Mgmt For For
one-year term: Kathleen Oberg
1i. Election of Director to serve for a Mgmt For For
one-year term: Dheeraj Pandey
1j. Election of Director to serve for a Mgmt For For
one-year term: David Ricks
1k. Election of Director to serve for a Mgmt For For
one-year term: Daniel Rosensweig
1l. Election of Director to serve for a Mgmt For For
one-year term: John Warnock
2. Approve the 2019 Equity Incentive Plan, as Mgmt For For
amended, to increase the available share
reserve by 12,000,000 shares.
3. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending on December
1, 2023.
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
5. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
6. Stockholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO DEVICES, INC. Agenda Number: 935797728
--------------------------------------------------------------------------------------------------------------------------
Security: 007903107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: AMD
ISIN: US0079031078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora M. Denzel Mgmt For For
1b. Election of Director: Mark Durcan Mgmt For For
1c. Election of Director: Michael P. Gregoire Mgmt For For
1d. Election of Director: Joseph A. Householder Mgmt For For
1e. Election of Director: John W. Marren Mgmt For For
1f. Election of Director: Jon A. Olson Mgmt For For
1g. Election of Director: Lisa T. Su Mgmt For For
1h. Election of Director: Abhi Y. Talwalkar Mgmt For For
1i. Election of Director: Elizabeth W. Mgmt For For
Vanderslice
2. Approve of the Advanced Micro Devices, Inc. Mgmt For For
2023 Equity Incentive Plan.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the current fiscal
year.
4. Advisory vote to approve the executive Mgmt For For
compensation of our named executive
officers.
5. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AFLAC INCORPORATED Agenda Number: 935785038
--------------------------------------------------------------------------------------------------------------------------
Security: 001055102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: AFL
ISIN: US0010551028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
next annual meeting: Daniel P. Amos
1b. Election of Director to serve until the Mgmt For For
next annual meeting: W. Paul Bowers
1c. Election of Director to serve until the Mgmt For For
next annual meeting: Arthur R. Collins
1d. Election of Director to serve until the Mgmt For For
next annual meeting: Miwako Hosoda
1e. Election of Director to serve until the Mgmt For For
next annual meeting: Thomas J. Kenny
1f. Election of Director to serve until the Mgmt For For
next annual meeting: Georgette D. Kiser
1g. Election of Director to serve until the Mgmt For For
next annual meeting: Karole F. Lloyd
1h. Election of Director to serve until the Mgmt For For
next annual meeting: Nobuchika Mori
1i. Election of Director to serve until the Mgmt For For
next annual meeting: Joseph L. Moskowitz
1j. Election of Director to serve until the Mgmt For For
next annual meeting: Barbara K. Rimer, DrPH
1k. Election of Director to serve until the Mgmt For For
next annual meeting: Katherine T. Rohrer
2. To consider the following non-binding Mgmt For For
advisory proposal: "Resolved, on an
advisory basis, the shareholders of Aflac
Incorporated approve the compensation of
the named executive officers, as disclosed
pursuant to the compensation disclosure
rules of the Securities and Exchange
Commission, including the Compensation
Discussion and Analysis and accompanying
tables and narrative in the Notice of 2023
Annual Meeting of Shareholders and Proxy
Statement".
3. Non-binding, advisory vote on the frequency Mgmt 1 Year For
of future advisory votes on executive
compensation.
4. To consider and act upon the ratification Mgmt For For
of the appointment of KPMG LLP as
independent registered public accounting
firm of the Company for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AGILENT TECHNOLOGIES, INC. Agenda Number: 935762218
--------------------------------------------------------------------------------------------------------------------------
Security: 00846U101
Meeting Type: Annual
Meeting Date: 15-Mar-2023
Ticker: A
ISIN: US00846U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director for a three-year term: Mgmt For For
Heidi K. Kunz
1.2 Election of Director for a three-year term: Mgmt For For
Susan H. Rataj
1.3 Election of Director for a three-year term: Mgmt For For
George A. Scangos, Ph.D.
1.4 Election of Director for a three-year term: Mgmt For For
Dow R. Wilson
2. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To ratify the Audit and Finance Committee's Mgmt For For
appointment of PricewaterhouseCoopers LLP
as our independent registered public
accounting firm.
4. To approve amendments to the Certificate of Mgmt For For
Incorporation to create a new stockholder
right to call a special meeting.
5. An advisory vote on the frequency of the Mgmt 1 Year For
stockholder vote to approve the
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
AIR PRODUCTS AND CHEMICALS, INC. Agenda Number: 935746365
--------------------------------------------------------------------------------------------------------------------------
Security: 009158106
Meeting Type: Annual
Meeting Date: 26-Jan-2023
Ticker: APD
ISIN: US0091581068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tonit M. Calaway Mgmt For For
1b. Election of Director: Charles Cogut Mgmt For For
1c. Election of Director: Lisa A. Davis Mgmt For For
1d. Election of Director: Seifollah Ghasemi Mgmt For For
1e. Election of Director: David H.Y. Ho Mgmt For For
1f. Election of Director: Edward L. Monser Mgmt For For
1g. Election of Director: Matthew H. Paull Mgmt For For
1h. Election of Director: Wayne T. Smith Mgmt For For
2. Advisory vote approving the compensation of Mgmt For For
the Company's executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive officer
compensation.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as the Company's independent registered
public accounting firm for the fiscal year
ending September 30, 2023.
--------------------------------------------------------------------------------------------------------------------------
ALEXANDRIA REAL ESTATE EQUITIES, INC. Agenda Number: 935824070
--------------------------------------------------------------------------------------------------------------------------
Security: 015271109
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: ARE
ISIN: US0152711091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joel S. Marcus Mgmt For For
1b. Election of Director: Steven R. Hash Mgmt For For
1c. Election of Director: James P. Cain Mgmt For For
1d. Election of Director: Cynthia L. Feldmann Mgmt For For
1e. Election of Director: Maria C. Freire Mgmt For For
1f. Election of Director: Richard H. Klein Mgmt For For
1g. Election of Director: Michael A. Woronoff Mgmt For For
2. To cast a non-binding, advisory vote on a Mgmt For For
resolution to approve the compensation of
the Company's named executive officers, as
more particularly described in the
accompanying Proxy Statement.
3. To cast a non-binding, advisory vote on the Mgmt 1 Year For
frequency of future non-binding advisory
stockholder votes on the compensation of
the Company's named executive officers, as
more particularly described in the
accompanying Proxy Statement.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered
public accountants for the fiscal year
ending December 31, 2023, as more
particularly described in the accompanying
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
ALLEGION PLC Agenda Number: 935842369
--------------------------------------------------------------------------------------------------------------------------
Security: G0176J109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: ALLE
ISIN: IE00BFRT3W74
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kirk S. Hachigian Mgmt For For
1b. Election of Director: Steven C. Mizell Mgmt For For
1c. Election of Director: Nicole Parent Haughey Mgmt For For
1d. Election of Director: Lauren B. Peters Mgmt For For
1e. Election of Director: Ellen Rubin Mgmt For For
1f. Election of Director: Dean I. Schaffer Mgmt For For
1g. Election of Director: John H. Stone Mgmt For For
1h. Election of Director: Dev Vardhan Mgmt For For
1i. Election of Director: Martin E. Welch III Mgmt For For
2. Approve the compensation of our named Mgmt For For
executive officers on an advisory
(non-binding) basis.
3. Approve the Allegion plc Incentive Stock Mgmt For For
Plan of 2023.
4. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers as independent
registered public accounting firm and
authorize the Audit and Finance Committee
of the Company's Board of Directors to set
the independent registered public
accounting firm's renumeration for the
fiscal year ended December 31, 2023.
5. Approval of renewal of the Board of Mgmt For For
Directors' existing authority to issue
shares under Irish law.
6. Approval of renewal of the Board of Mgmt For For
Directors' existing authority to issue
shares for cash without first offering
shares to existing shareholders (Special
Resolution under Irish law).
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
ALTRIA GROUP, INC. Agenda Number: 935804965
--------------------------------------------------------------------------------------------------------------------------
Security: 02209S103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MO
ISIN: US02209S1033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ian L.T. Clarke Mgmt For For
1b. Election of Director: Marjorie M. Connelly Mgmt For For
1c. Election of Director: R. Matt Davis Mgmt For For
1d. Election of Director: William F. Gifford, Mgmt For For
Jr.
1e. Election of Director: Jacinto J. Hernandez Mgmt For For
1f. Election of Director: Debra J. Kelly-Ennis Mgmt For For
1g. Election of Director: Kathryn B. McQuade Mgmt For For
1h. Election of Director: George Munoz Mgmt For For
1i. Election of Director: Nabil Y. Sakkab Mgmt For For
1j. Election of Director: Virginia E. Shanks Mgmt For For
1k. Election of Director: Ellen R. Strahlman Mgmt For For
1l. Election of Director: M. Max Yzaguirre Mgmt For For
2. Ratification of the Selection of Mgmt For For
Independent Registered Public Accounting
Firm
3. Non-Binding Advisory Vote to Approve the Mgmt For For
Compensation of Altria's Named Executive
Officers
4. Non-Binding Advisory Vote on the Frequency Mgmt 1 Year For
of Future Advisory Votes to Approve the
Compensation of Altria's Named Executive
Officers
5. Shareholder Proposal - Report on Congruence Shr Against For
of Political and Lobbying Expenditures with
Company Values and Policies
6. Shareholder Proposal - Commission a Civil Shr Against For
Rights Equity Audit
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AMERICAN ELECTRIC POWER COMPANY, INC. Agenda Number: 935778083
--------------------------------------------------------------------------------------------------------------------------
Security: 025537101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: AEP
ISIN: US0255371017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicholas K. Akins Mgmt For For
1b. Election of Director: J. Barnie Beasley, Mgmt For For
Jr.
1c. Election of Director: Ben Fowke Mgmt For For
1d. Election of Director: Art A. Garcia Mgmt For For
1e. Election of Director: Linda A. Goodspeed Mgmt For For
1f. Election of Director: Donna A. James Mgmt For For
1g. Election of Director: Sandra Beach Lin Mgmt For For
1h. Election of Director: Margaret M. McCarthy Mgmt For For
1i. Election of Director: Oliver G. Richard III Mgmt For For
1j. Election of Director: Daryl Roberts Mgmt For For
1k. Election of Director: Julia A. Sloat Mgmt For For
1l. Election of Director: Sara Martinez Tucker Mgmt For For
1m. Election of Director: Lewis Von Thaer Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Amendment to the Company's Bylaws to Mgmt For For
eliminate supermajority voting provisions.
4. Advisory approval of the Company's Mgmt For For
executive compensation.
5. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on the Company's
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 935784808
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas J. Baltimore
1b. Election of Director for a term of one Mgmt For For
year: John J. Brennan
1c. Election of Director for a term of one Mgmt For For
year: Peter Chernin
1d. Election of Director for a term of one Mgmt For For
year: Walter J. Clayton III
1e. Election of Director for a term of one Mgmt For For
year: Ralph de la Vega
1f. Election of Director for a term of one Mgmt For For
year: Theodore J. Leonsis
1g. Election of Director for a term of one Mgmt For For
year: Deborah P. Majoras
1h. Election of Director for a term of one Mgmt For For
year: Karen L. Parkhill
1i. Election of Director for a term of one Mgmt For For
year: Charles E. Phillips
1j. Election of Director for a term of one Mgmt For For
year: Lynn A. Pike
1k. Election of Director for a term of one Mgmt For For
year: Stephen J. Squeri
1l. Election of Director for a term of one Mgmt For For
year: Daniel L. Vasella
1m. Election of Director for a term of one Mgmt For For
year: Lisa W. Wardell
1n. Election of Director for a term of one Mgmt For For
year: Christopher D. Young
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
4. Advisory resolution to approve the Mgmt 1 Year For
frequency of future advisory say-on-pay
votes.
5. Shareholder proposal relating to Shr For Against
shareholder ratification of excessive
termination pay.
6. Shareholder proposal relating to abortion & Shr Against For
consumer data privacy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 935793629
--------------------------------------------------------------------------------------------------------------------------
Security: 026874784
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: AIG
ISIN: US0268747849
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: PAOLA BERGAMASCHI Mgmt For For
1b. Election of Director: JAMES COLE, JR. Mgmt For For
1c. Election of Director: W. DON CORNWELL Mgmt For For
1d. Election of Director: LINDA A. MILLS Mgmt For For
1e. Election of Director: DIANA M. MURPHY Mgmt For For
1f. Election of Director: PETER R. PORRINO Mgmt For For
1g. Election of Director: JOHN G. RICE Mgmt For For
1h. Election of Director: THERESE M. VAUGHAN Mgmt For For
1i. Election of Director: VANESSA A. WITTMAN Mgmt For For
1j. Election of Director: PETER ZAFFINO Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareholder Proposal Requesting an Shr Against For
Independent Board Chair Policy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN TOWER CORPORATION Agenda Number: 935806008
--------------------------------------------------------------------------------------------------------------------------
Security: 03027X100
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMT
ISIN: US03027X1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas A. Bartlett Mgmt For For
1b. Election of Director: Kelly C. Chambliss Mgmt For For
1c. Election of Director: Teresa H. Clarke Mgmt For For
1d. Election of Director: Raymond P. Dolan Mgmt For For
1e. Election of Director: Kenneth R. Frank Mgmt For For
1f. Election of Director: Robert D. Hormats Mgmt For For
1g. Election of Director: Grace D. Lieblein Mgmt For For
1h. Election of Director: Craig Macnab Mgmt For For
1i. Election of Director: JoAnn A. Reed Mgmt For For
1j. Election of Director: Pamela D. A. Reeve Mgmt For For
1k. Election of Director: Bruce L. Tanner Mgmt For For
1l. Election of Director: Samme L. Thompson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023.
3. To approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. To vote, on an advisory basis, on the Mgmt 1 Year For
frequency with which the Company will hold
a stockholder advisory vote on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
AMERIPRISE FINANCIAL, INC. Agenda Number: 935779148
--------------------------------------------------------------------------------------------------------------------------
Security: 03076C106
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: AMP
ISIN: US03076C1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James M. Cracchiolo Mgmt For For
1b. Election of Director: Robert F. Sharpe, Jr. Mgmt For For
1c. Election of Director: Dianne Neal Blixt Mgmt For For
1d. Election of Director: Amy DiGeso Mgmt For For
1e. Election of Director: Christopher J. Mgmt For For
Williams
1f. Election of Director: Armando Pimentel, Jr. Mgmt For For
1g. Election of Director: Brian T. Shea Mgmt For For
1h. Election of Director: W. Edward Walter III Mgmt For For
2. To approve the compensation of the named Mgmt For For
executive officers by a nonbinding advisory
vote.
3. To approve a nonbinding advisory vote on Mgmt 1 Year For
the frequency of shareholder approval of
the compensation of the named executive
officers.
4. To approve the Ameriprise Financial 2005 Mgmt For For
incentive compensation plan, as amended and
restated.
5. To ratify the Audit and Risk Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent registered public
accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
AMGEN INC. Agenda Number: 935805739
--------------------------------------------------------------------------------------------------------------------------
Security: 031162100
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: AMGN
ISIN: US0311621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Wanda M. Austin
1b. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Robert A. Bradway
1c. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Michael V. Drake
1d. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Brian J. Druker
1e. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Robert A. Eckert
1f. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Greg C. Garland
1g. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Charles M. Holley, Jr.
1h. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr. S.
Omar Ishrak
1i. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Tyler Jacks
1j. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Ms.
Ellen J. Kullman
1k. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Ms.
Amy E. Miles
1l. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Ronald D. Sugar
1m. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr. R.
Sanders Williams
2. Advisory vote on the frequency of future Mgmt 1 Year For
stockholder advisory votes to approve
executive compensation.
3. Advisory vote to approve our executive Mgmt For For
compensation.
4. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accountants for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AMPHENOL CORPORATION Agenda Number: 935823953
--------------------------------------------------------------------------------------------------------------------------
Security: 032095101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: APH
ISIN: US0320951017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Nancy A. Altobello Mgmt For For
1.2 Election of Director: David P. Falck Mgmt For For
1.3 Election of Director: Edward G. Jepsen Mgmt For For
1.4 Election of Director: Rita S. Lane Mgmt For For
1.5 Election of Director: Robert A. Livingston Mgmt For For
1.6 Election of Director: Martin H. Loeffler Mgmt For For
1.7 Election of Director: R. Adam Norwitt Mgmt For For
1.8 Election of Director: Prahlad Singh Mgmt For For
1.9 Election of Director: Anne Clarke Wolff Mgmt For For
2. Ratification of Deloitte & Touche LLP as Mgmt For For
Independent Public Accountants of the
Company
3. Advisory Vote to Approve Compensation of Mgmt For For
Named Executive Officers
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Compensation of
Named Executive Officers
5. Stockholder Proposal: Improve Political Shr Against For
Spending Disclosure
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APPLIED MATERIALS, INC. Agenda Number: 935760858
--------------------------------------------------------------------------------------------------------------------------
Security: 038222105
Meeting Type: Annual
Meeting Date: 09-Mar-2023
Ticker: AMAT
ISIN: US0382221051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rani Borkar Mgmt For For
1b. Election of Director: Judy Bruner Mgmt For For
1c. Election of Director: Xun (Eric) Chen Mgmt For For
1d. Election of Director: Aart J. de Geus Mgmt For For
1e. Election of Director: Gary E. Dickerson Mgmt For For
1f. Election of Director: Thomas J. Iannotti Mgmt For For
1g. Election of Director: Alexander A. Karsner Mgmt For For
1h. Election of Director: Kevin P. March Mgmt For For
1i. Election of Director: Yvonne McGill Mgmt For For
1j. Election of Director: Scott A. McGregor Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Applied Materials' named
executive officers for fiscal year 2022.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. Ratification of the appointment of KPMG LLP Mgmt For For
as Applied Materials' independent
registered public accounting firm for
fiscal year 2023.
5. Shareholder proposal to amend the Shr Against For
appropriate company governing documents to
give the owners of a combined 10% of our
outstanding common stock the power to call
a special shareholder meeting.
6. Shareholder proposal to improve the Shr Against For
executive compensation program and policy
to include the CEO pay ratio factor.
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ARCHER-DANIELS-MIDLAND COMPANY Agenda Number: 935782335
--------------------------------------------------------------------------------------------------------------------------
Security: 039483102
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: ADM
ISIN: US0394831020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M.S. Burke Mgmt For For
1b. Election of Director: T. Colbert Mgmt For For
1c. Election of Director: J.C. Collins, Jr. Mgmt For For
1d. Election of Director: T.K. Crews Mgmt For For
1e. Election of Director: E. de Brabander Mgmt For For
1f. Election of Director: S.F. Harrison Mgmt For For
1g. Election of Director: J.R. Luciano Mgmt For For
1h. Election of Director: P.J. Moore Mgmt For For
1i. Election of Director: D.A. Sandler Mgmt For For
1j. Election of Director: L.Z. Schlitz Mgmt For For
1k. Election of Director: K.R. Westbrook Mgmt For For
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent auditors for the year ending
December 31, 2023.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation.
5. Stockholder Proposal Regarding an Shr Against For
Independent Board Chairman.
--------------------------------------------------------------------------------------------------------------------------
ARTHUR J. GALLAGHER & CO. Agenda Number: 935796360
--------------------------------------------------------------------------------------------------------------------------
Security: 363576109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: AJG
ISIN: US3635761097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sherry S. Barrat Mgmt For For
1b. Election of Director: William L. Bax Mgmt For For
1c. Election of Director: Teresa H. Clarke Mgmt For For
1d. Election of Director: D. John Coldman Mgmt For For
1e. Election of Director: J. Patrick Gallagher, Mgmt For For
Jr.
1f. Election of Director: David S. Johnson Mgmt For For
1g. Election of Director: Christopher C. Miskel Mgmt For For
1h. Election of Director: Ralph J. Nicoletti Mgmt For For
1i. Election of Director: Norman L. Rosenthal Mgmt For For
2. Ratification of the Appointment of Ernst & Mgmt For For
Young LLP as our Independent Auditor for
the fiscal year ending December 31, 2023.
3. Approval, on an Advisory Basis, of the Mgmt For For
Compensation of our Named Executive
Officers.
4. Vote, on an Advisory Basis, on the Mgmt 1 Year For
Frequency of Future Votes to Approve the
Compensation of Named Executive Officers.
5. Approval of Amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to Limit the Liability of
Certain Officers as Permitted by Law.
--------------------------------------------------------------------------------------------------------------------------
ASSURANT, INC. Agenda Number: 935785165
--------------------------------------------------------------------------------------------------------------------------
Security: 04621X108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: AIZ
ISIN: US04621X1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Elaine D. Rosen Mgmt For For
1b. Election of Director: Paget L. Alves Mgmt For For
1c. Election of Director: Rajiv Basu Mgmt For For
1d. Election of Director: J. Braxton Carter Mgmt For For
1e. Election of Director: Juan N. Cento Mgmt For For
1f. Election of Director: Keith W. Demmings Mgmt For For
1g. Election of Director: Harriet Edelman Mgmt For For
1h. Election of Director: Sari Granat Mgmt For For
1i. Election of Director: Lawrence V. Jackson Mgmt For For
1j. Election of Director: Debra J. Perry Mgmt For For
1k. Election of Director: Ognjen (Ogi) Redzic Mgmt For For
1l. Election of Director: Paul J. Reilly Mgmt For For
1m. Election of Director: Robert W. Stein Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Assurant's
Independent Registered Public Accounting
Firm for 2023.
3. Advisory approval of the 2022 compensation Mgmt For For
of the Company's named executive officers.
4. Advisory approval of the frequency of Mgmt 1 Year For
executive compensation votes.
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 935803937
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: T
ISIN: US00206R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Scott T. Ford Mgmt For For
1b. Election of Director: Glenn H. Hutchins Mgmt For For
1c. Election of Director: William E. Kennard Mgmt For For
1d. Election of Director: Stephen J. Luczo Mgmt For For
1e. Election of Director: Michael B. Mgmt For For
McCallister
1f. Election of Director: Beth E. Mooney Mgmt For For
1g. Election of Director: Matthew K. Rose Mgmt For For
1h. Election of Director: John T. Stankey Mgmt For For
1i. Election of Director: Cynthia B. Taylor Mgmt For For
1j. Election of Director: Luis A. Ubinas Mgmt For For
2. Ratification of the appointment of Mgmt For For
independent auditors.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval of frequency of vote on Mgmt 1 Year For
executive compensation.
5. Independent board chairman. Shr Against For
6. Racial equity audit. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
AUTODESK, INC. Agenda Number: 935863351
--------------------------------------------------------------------------------------------------------------------------
Security: 052769106
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: ADSK
ISIN: US0527691069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Andrew Anagnost Mgmt For For
1b. Election of Director: Karen Blasing Mgmt For For
1c. Election of Director: Reid French Mgmt For For
1d. Election of Director: Dr. Ayanna Howard Mgmt For For
1e. Election of Director: Blake Irving Mgmt For For
1f. Election of Director: Mary T. McDowell Mgmt For For
1g. Election of Director: Stephen Milligan Mgmt For For
1h. Election of Director: Lorrie M. Norrington Mgmt For For
1i. Election of Director: Betsy Rafael Mgmt For For
1j. Election of Director: Rami Rahim Mgmt For For
1k. Election of Director: Stacy J. Smith Mgmt For For
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as Autodesk, Inc.'s independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
3. Approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of Autodesk, Inc.'s
named executive officers.
4. Approve, on an advisory (non-binding) Mgmt 1 Year For
basis, the frequency with which
stockholders are provided an advisory
(non-binding) vote on the compensation of
Autodesk, Inc.'s named executive officers.
--------------------------------------------------------------------------------------------------------------------------
AUTOMATIC DATA PROCESSING, INC. Agenda Number: 935711829
--------------------------------------------------------------------------------------------------------------------------
Security: 053015103
Meeting Type: Annual
Meeting Date: 09-Nov-2022
Ticker: ADP
ISIN: US0530151036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Bisson Mgmt For For
1b. Election of Director: David V. Goeckeler Mgmt For For
1c. Election of Director: Linnie M. Haynesworth Mgmt For For
1d. Election of Director: John P. Jones Mgmt For For
1e. Election of Director: Francine S. Katsoudas Mgmt For For
1f. Election of Director: Nazzic S. Keene Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Scott F. Powers Mgmt For For
1i. Election of Director: William J. Ready Mgmt For For
1j. Election of Director: Carlos A. Rodriguez Mgmt For For
1k. Election of Director: Sandra S. Wijnberg Mgmt For For
2. Advisory Vote on Executive Compensation. Mgmt For For
3. Ratification of the Appointment of Mgmt For For
Auditors.
4. Amendment to the Automatic Data Processing, Mgmt For For
Inc. Employees' Savings-Stock Purchase
Plan.
--------------------------------------------------------------------------------------------------------------------------
AVALONBAY COMMUNITIES, INC. Agenda Number: 935814841
--------------------------------------------------------------------------------------------------------------------------
Security: 053484101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AVB
ISIN: US0534841012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Glyn F. Aeppel
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Terry S. Brown
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Ronald L. Havner, Jr.
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Stephen P. Hills
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher B. Howard
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard J. Lieb
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Nnenna Lynch
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Charles E. Mueller,
Jr.
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Timothy J. Naughton
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Benjamin W. Schall
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Susan Swanezy
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: W. Edward Walter
2. To adopt a resolution approving, on a Mgmt For For
non-binding advisory basis, the
compensation paid to the Company's Named
Executive Officers, as disclosed pursuant
to Item 402 of Regulation S-K, including
the Compensation Discussion and Analysis,
compensation tables and narrative
discussion set forth in the proxy
statement.
3. To cast a non-binding, advisory vote as to Mgmt 1 Year For
the frequency of future non-binding,
advisory Stockholder votes on the Company's
named executive officer compensation.
4. To ratify the selection of Ernst & Young Mgmt For For
LLP as the Company's independent auditors
for the year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AVERY DENNISON CORPORATION Agenda Number: 935776609
--------------------------------------------------------------------------------------------------------------------------
Security: 053611109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: AVY
ISIN: US0536111091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bradley Alford Mgmt For For
1b. Election of Director: Anthony Anderson Mgmt For For
1c. Election of Director: Mitchell Butier Mgmt For For
1d. Election of Director: Ken Hicks Mgmt For For
1e. Election of Director: Andres Lopez Mgmt For For
1f. Election of Director: Francesca Reverberi Mgmt For For
1g. Election of Director: Patrick Siewert Mgmt For For
1h. Election of Director: Julia Stewart Mgmt For For
1i. Election of Director: Martha Sullivan Mgmt For For
1j. Election of Director: William Wagner Mgmt For For
2. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of advisory votes to approve
executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BAXTER INTERNATIONAL INC. Agenda Number: 935786218
--------------------------------------------------------------------------------------------------------------------------
Security: 071813109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BAX
ISIN: US0718131099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose (Joe) Almeida Mgmt For For
1b. Election of Director: Michael F. Mahoney Mgmt For For
1c. Election of Director: Patricia B. Morrison Mgmt For For
1d. Election of Director: Stephen N. Oesterle Mgmt For For
1e. Election of Director: Nancy M. Schlichting Mgmt For For
1f. Election of Director: Brent Shafer Mgmt For For
1g. Election of Director: Cathy R. Smith Mgmt For For
1h. Election of Director: Amy A. Wendell Mgmt For For
1i. Election of Director: David S. Wilkes Mgmt For For
1j. Election of Director: Peter M. Wilver Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Advisory Vote on the Frequency of Executive Mgmt 1 Year For
Compensation Advisory Votes.
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm.
5. Stockholder Proposal - Shareholder Shr For Against
Ratification of Excessive Termination Pay.
6. Stockholder Proposal - Executives to Retain Shr Against For
Significant Stock.
--------------------------------------------------------------------------------------------------------------------------
BECTON, DICKINSON AND COMPANY Agenda Number: 935749789
--------------------------------------------------------------------------------------------------------------------------
Security: 075887109
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: BDX
ISIN: US0758871091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: William M. Brown Mgmt For For
1B. Election of Director: Catherine M. Burzik Mgmt For For
1C. Election of Director: Carrie L. Byington Mgmt For For
1D. Election of Director: R Andrew Eckert Mgmt For For
1E. Election of Director: Claire M. Fraser Mgmt For For
1F. Election of Director: Jeffrey W. Henderson Mgmt For For
1G. Election of Director: Christopher Jones Mgmt For For
1H. Election of Director: Marshall O. Larsen Mgmt For For
1I. Election of Director: Thomas E. Polen Mgmt For For
1J. Election of Director: Timothy M. Ring Mgmt For For
1K. Election of Director: Bertram L. Scott Mgmt For For
2. Ratification of the selection of the Mgmt For For
independent registered public accounting
firm.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory vote to approve the frequency of Mgmt 1 Year For
named executive officer compensation
advisory votes.
5. Approval of amendments to the 2004 Employee Mgmt For For
and Director Equity-Based Compensation
Plan.
6. A shareholder proposal to require prior Shr For Against
shareholder approval of certain termination
payments, if properly presented at the
meeting.
--------------------------------------------------------------------------------------------------------------------------
BERKSHIRE HATHAWAY INC. Agenda Number: 935785418
--------------------------------------------------------------------------------------------------------------------------
Security: 084670702
Meeting Type: Annual
Meeting Date: 06-May-2023
Ticker: BRKB
ISIN: US0846707026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Warren E. Buffett Mgmt For For
Charles T. Munger Mgmt For For
Gregory E. Abel Mgmt For For
Howard G. Buffett Mgmt For For
Susan A. Buffett Mgmt For For
Stephen B. Burke Mgmt For For
Kenneth I. Chenault Mgmt For For
Christopher C. Davis Mgmt For For
Susan L. Decker Mgmt For For
Charlotte Guyman Mgmt For For
Ajit Jain Mgmt For For
Thomas S. Murphy, Jr. Mgmt For For
Ronald L. Olson Mgmt For For
Wallace R. Weitz Mgmt For For
Meryl B. Witmer Mgmt For For
2. Non-binding resolution to approve the Mgmt For For
compensation of the Company's Named
Executive Officers, as described in the
2023 Proxy Statement.
3. Non-binding resolution to determine the Mgmt 3 Years For
frequency (whether annual, biennial or
triennial) with which shareholders of the
Company shall be entitled to have an
advisory vote on executive compensation.
4. Shareholder proposal regarding how the Shr Against For
Company manages physical and transitional
climate related risks and opportunities.
5. Shareholder proposal regarding how climate Shr Against For
related risks are being governed by the
Company.
6. Shareholder proposal regarding how the Shr Against For
Company intends to measure, disclose and
reduce GHG emissions associated with its
underwriting, insuring and investment
activities.
7. Shareholder proposal regarding the Shr Against For
reporting on the effectiveness of the
Corporation's diversity, equity and
inclusion efforts.
8. Shareholder proposal regarding the adoption Shr Against For
of a policy requiring that two separate
people hold the offices of the Chairman and
the CEO.
9. Shareholder proposal requesting that the Shr Against For
Company avoid supporting or taking a public
policy position on controversial social and
political issues.
--------------------------------------------------------------------------------------------------------------------------
BIOGEN INC. Agenda Number: 935850013
--------------------------------------------------------------------------------------------------------------------------
Security: 09062X103
Meeting Type: Annual
Meeting Date: 26-Jun-2023
Ticker: BIIB
ISIN: US09062X1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Not Applicable
1b. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Caroline D. Dorsa
1c. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Maria C. Freire
1d. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: William A. Hawkins
1e. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Not Applicable
1f. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Jesus B. Mantas
1g. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Not Applicable
1h. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Eric K. Rowinsky
1i. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Stephen A. Sherwin
1j. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Christopher A. Viehbacher
2. To ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as Biogen Inc.'s
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Say on Pay - To approve an advisory vote on Mgmt For For
executive compensation.
4. Say When on Pay - To approve an advisory Mgmt 1 Year For
vote on the frequency of the advisory vote
on executive compensation.
5. To elect Susan Langer as a director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BLACKROCK, INC. Agenda Number: 935821000
--------------------------------------------------------------------------------------------------------------------------
Security: 09247X101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: BLK
ISIN: US09247X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bader M. Alsaad Mgmt For For
1b. Election of Director: Pamela Daley Mgmt For For
1c. Election of Director: Laurence D. Fink Mgmt For For
1d. Election of Director: William E. Ford Mgmt For For
1e. Election of Director: Fabrizio Freda Mgmt For For
1f. Election of Director: Murry S. Gerber Mgmt For For
1g. Election of Director: Margaret "Peggy" L. Mgmt For For
Johnson
1h. Election of Director: Robert S. Kapito Mgmt For For
1i. Election of Director: Cheryl D. Mills Mgmt For For
1j. Election of Director: Gordon M. Nixon Mgmt For For
1k. Election of Director: Kristin C. Peck Mgmt For For
1l. Election of Director: Charles H. Robbins Mgmt For For
1m. Election of Director: Marco Antonio Slim Mgmt For For
Domit
1n. Election of Director: Hans E. Vestberg Mgmt For For
1o. Election of Director: Susan L. Wagner Mgmt For For
1p. Election of Director: Mark Wilson Mgmt For For
2. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
3. Approval, in a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future executive
compensation advisory votes.
4. Ratification of the appointment of Deloitte Mgmt For For
LLP as BlackRock's independent registered
public accounting firm for the fiscal year
2023.
5. Shareholder Proposal - Civil rights, Shr Against For
non-discrimination and returns to merit
audit.
6. Shareholder Proposal - Production of a Shr Against For
report on BlackRock's ability to "engineer
decarbonization in the real economy".
7. Shareholder Proposal - Impact report for Shr Against For
climate-related human risks of iShares U.S.
Aerospace and Defense Exchange-Traded Fund.
--------------------------------------------------------------------------------------------------------------------------
BOOKING HOLDINGS INC. Agenda Number: 935842244
--------------------------------------------------------------------------------------------------------------------------
Security: 09857L108
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: BKNG
ISIN: US09857L1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Glenn D. Fogel Mgmt For For
Mirian M. Graddick-Weir Mgmt For For
Wei Hopeman Mgmt For For
Robert J. Mylod, Jr. Mgmt For For
Charles H. Noski Mgmt For For
Larry Quinlan Mgmt For For
Nicholas J. Read Mgmt For For
Thomas E. Rothman Mgmt For For
Sumit Singh Mgmt For For
Lynn V. Radakovich Mgmt For For
Vanessa A. Wittman Mgmt For For
2. Advisory vote to approve 2022 executive Mgmt For For
compensation.
3. Ratification of Deloitte & Touche LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
4. Advisory vote on the frequency of future Mgmt 1 Year For
non-binding advisory votes on the
compensation paid by the Company to its
named executive officers.
5. Stockholder proposal requesting a Shr For Against
non-binding stockholder vote to ratify
termination pay of executives.
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 935784860
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nelda J. Connors Mgmt For For
1b. Election of Director: Charles J. Mgmt For For
Dockendorff
1c. Election of Director: Yoshiaki Fujimori Mgmt For For
1d. Election of Director: Edward J. Ludwig Mgmt For For
1e. Election of Director: Michael F. Mahoney Mgmt For For
1f. Election of Director: David J. Roux Mgmt For For
1g. Election of Director: John E. Sununu Mgmt For For
1h. Election of Director: David S. Wichmann Mgmt For For
1i. Election of Director: Ellen M. Zane Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on the compensation of our named
executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 935766189
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Diane M. Bryant Mgmt For For
1b. Election of Director: Gayla J. Delly Mgmt For For
1c. Election of Director: Raul J. Fernandez Mgmt For For
1d. Election of Director: Eddy W. Hartenstein Mgmt For For
1e. Election of Director: Check Kian Low Mgmt For For
1f. Election of Director: Justine F. Page Mgmt For For
1g. Election of Director: Henry Samueli Mgmt For For
1h. Election of Director: Hock E. Tan Mgmt For For
1i. Election of Director: Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse Coopers LLP as the
independent registered public accounting
firm of Broadcom for the fiscal year ending
October 29, 2023.
3. Approve an amendment and restatement of the Mgmt For For
2012 Stock Incentive Plan.
4. Advisory vote to approve the named Mgmt For For
executive officer compensation.
5. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on named executive officer
compensation.
--------------------------------------------------------------------------------------------------------------------------
CAESARS ENTERTAINMENT, INC. Agenda Number: 935854225
--------------------------------------------------------------------------------------------------------------------------
Security: 12769G100
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: CZR
ISIN: US12769G1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Gary L. Carano Mgmt For For
Bonnie S. Biumi Mgmt For For
Jan Jones Blackhurst Mgmt For For
Frank J. Fahrenkopf Mgmt For For
Don R. Kornstein Mgmt For For
Courtney R. Mather Mgmt For For
Michael E. Pegram Mgmt For For
Thomas R. Reeg Mgmt For For
David P. Tomick Mgmt For For
2. COMPANY PROPOSAL: ADVISORY VOTE TO APPROVE Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
3. COMPANY PROPOSAL: RATIFY THE SELECTION OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
COMPANY FOR THE YEAR ENDING DECEMBER 31,
2023.
4. COMPANY PROPOSAL: APPROVE AND ADOPT AN Mgmt For For
AMENDMENT TO THE COMPANY'S CERTIFICATE OF
INCORPORATION TO LIMIT THE LIABILITY OF
CERTAIN OFFICERS AND THE AMENDMENT AND
RESTATEMENT OF THE COMPANY'S CERTIFICATE OF
INCORPORATION TO REFLECT SUCH AMENDMENT.
5. SHAREHOLDER PROPOSAL: A SHAREHOLDER Shr Against For
PROPOSAL REGARDING COMPANY POLITICAL
DISCLOSURES.
6. SHAREHOLDER PROPOSAL: A SHAREHOLDER Shr Against For
PROPOSAL REGARDING BOARD MATRIX.
--------------------------------------------------------------------------------------------------------------------------
CARNIVAL CORPORATION Agenda Number: 935770671
--------------------------------------------------------------------------------------------------------------------------
Security: 143658300
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: CCL
ISIN: PA1436583006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Micky Arison as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
2. To re-elect Sir Jonathon Band as a Director Mgmt For For
of Carnival Corporation and as a Director
of Carnival plc.
3. To re-elect Jason Glen Cahilly as a Mgmt For For
Director of Carnival Corporation and as a
Director of Carnival plc.
4. To re-elect Helen Deeble as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
5. To re-elect Jeffrey J. Gearhart as a Mgmt For For
Director of Carnival Corporation and as a
Director of Carnival plc.
6. To re-elect Katie Lahey as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
7. To elect Sara Mathew as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
8. To re-elect Stuart Subotnick as a Director Mgmt For For
of Carnival Corporation and as a Director
of Carnival plc.
9. To re-elect Laura Weil as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
10. To elect Josh Weinstein as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
11. To re-elect Randall Weisenburger as a Mgmt For For
Director of Carnival Corporation and as a
Director of Carnival plc.
12. To hold a (non-binding) advisory vote to Mgmt For For
approve executive compensation.
13. To hold a (non-binding) advisory vote on Mgmt 1 Year For
how frequently shareholders should vote to
approve compensation of the Named Executive
Officers.
14. To hold a (non-binding) advisory vote to Mgmt For For
approve the Carnival plc Directors'
Remuneration Report (other than the
Carnival plc Directors' Remuneration
Policy) (in accordance with UK
requirements).
15. To approve the Carnival plc Directors' Mgmt For For
Remuneration Policy set out in Section B of
Part II of the Carnival plc Directors'
Remuneration Report (in accordance with UK
requirements).
16. To re-appoint the UK firm of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors of Carnival plc and to ratify the
selection of the U.S. firm of
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm of Carnival Corporation.
17. To authorize the Audit Committee of Mgmt For For
Carnival plc to determine the remuneration
of the independent auditors of Carnival plc
(in accordance with UK requirements).
18. To receive the accounts and reports of the Mgmt For For
Directors and auditors of Carnival plc for
the year ended November 30, 2022 (in
accordance with UK requirements).
19. To approve the giving of authority for the Mgmt For For
allotment of new shares by Carnival plc (in
accordance with UK practice).
20. To approve the disapplication of Mgmt For For
pre-emption rights in relation to the
allotment of new shares and sale of
treasury shares by Carnival plc (in
accordance with UK practice).
21. To approve a general authority for Carnival Mgmt For For
plc to buy back Carnival plc ordinary
shares in the open market (in accordance
with UK requirements).
22. To approve the Amendment of the Carnival Mgmt For For
Corporation 2020 Stock Plan.
--------------------------------------------------------------------------------------------------------------------------
CARRIER GLOBAL CORPORATION Agenda Number: 935773336
--------------------------------------------------------------------------------------------------------------------------
Security: 14448C104
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: CARR
ISIN: US14448C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean-Pierre Garnier Mgmt For For
1b. Election of Director: David Gitlin Mgmt For For
1c. Election of Director: John J. Greisch Mgmt For For
1d. Election of Director: Charles M. Holley, Mgmt For For
Jr.
1e. Election of Director: Michael M. McNamara Mgmt For For
1f. Election of Director: Susan N. Story Mgmt For For
1g. Election of Director: Michael A. Todman Mgmt For For
1h. Election of Director: Virginia M. Wilson Mgmt For For
1i. Election of Director: Beth A. Wozniak Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareowner Proposal regarding independent Shr Against For
board chairman.
--------------------------------------------------------------------------------------------------------------------------
CATERPILLAR INC. Agenda Number: 935854794
--------------------------------------------------------------------------------------------------------------------------
Security: 149123101
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: CAT
ISIN: US1491231015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kelly A. Ayotte Mgmt For For
1b. Election of Director: David L. Calhoun Mgmt For For
1c. Election of Director: Daniel M. Dickinson Mgmt For For
1d. Election of Director: James C. Fish, Jr. Mgmt For For
1e. Election of Director: Gerald Johnson Mgmt For For
1f. Election of Director: David W. MacLennan Mgmt For For
1g. Election of Director: Judith F. Marks Mgmt For For
1h. Election of Director: Debra L. Reed-Klages Mgmt For For
1i. Election of Director: Susan C. Schwab Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. Ratification of our Independent Registered Mgmt For For
Public Accounting Firm.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Advisory Vote on the Frequency of Executive Mgmt 1 Year For
Compensation Votes.
5. Approval of Caterpillar Inc. 2023 Long-Term Mgmt For For
Incentive Plan.
6. Shareholder Proposal - Report on Corporate Shr Against For
Climate Lobbying in Line with Paris
Agreement.
7. Shareholder Proposal - Lobbying Disclosure. Shr Against For
8. Shareholder Proposal - Report on Activities Shr Against For
in Conflict-Affected Areas.
9. Shareholder Proposal - Civil Rights, Shr Against For
Non-Discrimination and Returns to Merit
Audit.
--------------------------------------------------------------------------------------------------------------------------
CBOE GLOBAL MARKETS, INC. Agenda Number: 935803519
--------------------------------------------------------------------------------------------------------------------------
Security: 12503M108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: CBOE
ISIN: US12503M1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward T. Tilly Mgmt For For
1b. Election of Director: William M. Farrow, Mgmt For For
III
1c. Election of Director: Edward J. Fitzpatrick Mgmt For For
1d. Election of Director: Ivan K. Fong Mgmt For For
1e. Election of Director: Janet P. Froetscher Mgmt For For
1f. Election of Director: Jill R. Goodman Mgmt For For
1g. Election of Director: Alexander J. Mgmt For For
Matturri, Jr.
1h. Election of Director: Jennifer J. McPeek Mgmt For For
1i. Election of Director: Roderick A. Palmore Mgmt For For
1j. Election of Director: James E. Parisi Mgmt For For
1k. Election of Director: Joseph P. Ratterman Mgmt For For
1l. Election of Director: Fredric J. Tomczyk Mgmt For For
2. Approve, in a non-binding resolution, the Mgmt For For
compensation paid to our executive
officers.
3. Approve, in a non-binding resolution, the Mgmt 1 Year For
frequency that we will hold a non-binding
vote on the compensation paid to our
executive officers.
4. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
CELANESE CORPORATION Agenda Number: 935775847
--------------------------------------------------------------------------------------------------------------------------
Security: 150870103
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: CE
ISIN: US1508701034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean S. Blackwell Mgmt For For
1b. Election of Director: William M. Brown Mgmt For For
1c. Election of Director: Edward G. Galante Mgmt For For
1d. Election of Director: Kathryn M. Hill Mgmt For For
1e. Election of Director: David F. Hoffmeister Mgmt For For
1f. Election of Director: Dr. Jay V. Ihlenfeld Mgmt For For
1g. Election of Director: Deborah J. Kissire Mgmt For For
1h. Election of Director: Michael Koenig Mgmt For For
1i. Election of Director: Kim K.W. Rucker Mgmt For For
1j. Election of Director: Lori J. Ryerkerk Mgmt For For
2. Ratification of the selection of KPMG LLP Mgmt For For
as our independent registered public
accounting firm for 2023.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval of say on pay vote Mgmt 1 Year For
frequency.
5. Approval of the Amended and Restated 2018 Mgmt For For
Global Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
CENTENE CORPORATION Agenda Number: 935702870
--------------------------------------------------------------------------------------------------------------------------
Security: 15135B101
Meeting Type: Special
Meeting Date: 27-Sep-2022
Ticker: CNC
ISIN: US15135B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt an amendment to Centene Mgmt For For
Corporation's Amended and Restated
Certificate of Incorporation to declassify
the Board of Directors immediately.
2. To adopt an amendment to Centene Mgmt For For
Corporation's Amended and Restated
Certificate of Incorporation to eliminate
the prohibition on stockholders calling
special meetings.
3. To adopt an amendment to Centene Mgmt For For
Corporation's Amended and Restated
Certificate of Incorporation to grant
stockholders the right to act by written
consent, subject to certain terms and
conditions.
4. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or time if
necessary or appropriate, including to
solicit additional proxies in favor of any
of Proposals 1, 2 or 3 if there are
insufficient votes at the time of the
Special Meeting to approve any such
Proposal.
--------------------------------------------------------------------------------------------------------------------------
CENTENE CORPORATION Agenda Number: 935788375
--------------------------------------------------------------------------------------------------------------------------
Security: 15135B101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CNC
ISIN: US15135B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Jessica L. Blume Mgmt For For
1b. ELECTION OF DIRECTOR: Kenneth A. Burdick Mgmt For For
1c. ELECTION OF DIRECTOR: Christopher J. Mgmt For For
Coughlin
1d. ELECTION OF DIRECTOR: H. James Dallas Mgmt For For
1e. ELECTION OF DIRECTOR: Wayne S. DeVeydt Mgmt For For
1f. ELECTION OF DIRECTOR: Frederick H. Eppinger Mgmt For For
1g. ELECTION OF DIRECTOR: Monte E. Ford Mgmt For For
1h. ELECTION OF DIRECTOR: Sarah M. London Mgmt For For
1i. ELECTION OF DIRECTOR: Lori J. Robinson Mgmt For For
1j. ELECTION OF DIRECTOR: Theodore R. Samuels Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT PUBLIC ACCOUNTING FIRM FOR
THE YEAR ENDING DECEMBER 31, 2023.
5. STOCKHOLDER PROPOSAL FOR SHAREHOLDER Shr For Against
RATIFICATION OF TERMINATION PAY.
6. STOCKHOLDER PROPOSAL FOR MATERNAL MORBIDITY Shr Against For
REDUCTION METRICS IN EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHIPOTLE MEXICAN GRILL, INC. Agenda Number: 935815603
--------------------------------------------------------------------------------------------------------------------------
Security: 169656105
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: CMG
ISIN: US1696561059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Albert Baldocchi Mgmt For For
1.2 Election of Director: Matthew Carey Mgmt For For
1.3 Election of Director: Gregg Engles Mgmt For For
1.4 Election of Director: Patricia Fili-Krushel Mgmt For For
1.5 Election of Director: Mauricio Gutierrez Mgmt For For
1.6 Election of Director: Robin Hickenlooper Mgmt For For
1.7 Election of Director: Scott Maw Mgmt For For
1.8 Election of Director: Brian Niccol Mgmt For For
1.9 Election of Director: Mary Winston Mgmt For For
2. An advisory vote to approve the Mgmt For For
compensation of our executive officers as
disclosed in the proxy statement ("say on
pay").
3. An advisory vote on the frequency of future Mgmt 1 Year For
say on pay votes.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the year ending
December 31, 2023.
5. Shareholder Proposal - Request to limit Shr Against For
certain bylaw amendments.
6. Shareholder Proposal - Request to adopt a Shr Against For
non-interference policy.
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 935813027
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2022
2a Allocation of disposable profit Mgmt For For
2b Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3 Discharge of the Board of Directors Mgmt For For
4a Election of PricewaterhouseCoopers AG Mgmt For For
(Zurich) as our statutory auditor
4b Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP (United States)
as independent registered public accounting
firm for purposes of U.S. securities law
reporting
4c Election of BDO AG (Zurich) as special Mgmt For For
audit firm
5a Election of Director: Evan G. Greenberg Mgmt For For
5b Election of Director: Michael P. Connors Mgmt For For
5c Election of Director: Michael G. Atieh Mgmt For For
5d Election of Director: Kathy Bonanno Mgmt For For
5e Election of Director: Nancy K. Buese Mgmt For For
5f Election of Director: Sheila P. Burke Mgmt For For
5g Election of Director: Michael L. Corbat Mgmt For For
5h Election of Director: Robert J. Hugin Mgmt For For
5i Election of Director: Robert W. Scully Mgmt For For
5j Election of Director: Theodore E. Shasta Mgmt For For
5k Election of Director: David H. Sidwell Mgmt For For
5l Election of Director: Olivier Steimer Mgmt For For
5m Election of Director: Frances F. Townsend Mgmt For For
6 Election of Evan G. Greenberg as Chairman Mgmt For For
of the Board of Directors
7a Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b Election of the Compensation Committee of Mgmt For For
the Board of Directors: David H. Sidwell
7c Election of the Compensation Committee of Mgmt For For
the Board of Directors: Frances F. Townsend
8 Election of Homburger AG as independent Mgmt For For
proxy
9a Amendments to the Articles of Association: Mgmt For For
Amendments relating to Swiss corporate law
updates
9b Amendments to the Articles of Association: Mgmt For For
Amendment to advance notice period
10a Reduction of share capital: Cancellation of Mgmt For For
repurchased shares
10b Reduction of share capital: Par value Mgmt For For
reduction
11a Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of the Board of Directors
until the next annual general meeting
11b Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of Executive Management for
the 2024 calendar year
11c Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Advisory vote to
approve the Swiss compensation report
12 Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
13 Advisory vote on the frequency of the U.S. Mgmt 1 Year For
securities law advisory vote on executive
compensation
14 Shareholder proposal on greenhouse gas Shr Against For
emissions targets, if properly presented
15 Shareholder proposal on human rights and Shr Against For
underwriting, if properly presented.
A If a new agenda item or a new proposal for Mgmt For For
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
CHURCH & DWIGHT CO., INC. Agenda Number: 935780622
--------------------------------------------------------------------------------------------------------------------------
Security: 171340102
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: CHD
ISIN: US1713401024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Bradlen S. Cashaw
1b. Election of Director for a term of one Mgmt For For
year: Matthew T. Farrell
1c. Election of Director for a term of one Mgmt For For
year: Bradley C. Irwin
1d. Election of Director for a term of one Mgmt For For
year: Penry W. Price
1e. Election of Director for a term of one Mgmt For For
year: Susan G. Saideman
1f. Election of Director for a term of one Mgmt For For
year: Ravichandra K. Saligram
1g. Election of Director for a term of one Mgmt For For
year: Robert K. Shearer
1h. Election of Director for a term of one Mgmt For For
year: Janet S. Vergis
1i. Election of Director for a term of one Mgmt For For
year: Arthur B. Winkleblack
1j. Election of Director for a term of one Mgmt For For
year: Laurie J. Yoler
2. An advisory vote to approve compensation of Mgmt For For
our named executive officers;
3. An advisory vote to approve the preferred Mgmt 1 Year For
frequency of the advisory vote on
compensation of our named executive
officers.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for 2023.
5. Approval of the Church & Dwight Co., Inc. Mgmt For For
Employee Stock Purchase Plan.
6. Stockholder Proposal - Independent Board Shr Against For
Chairman.
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 935723216
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. Michele Burns Mgmt For For
1b. Election of Director: Wesley G. Bush Mgmt For For
1c. Election of Director: Michael D. Capellas Mgmt For For
1d. Election of Director: Mark Garrett Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Dr. Kristina M. Mgmt For For
Johnson
1g. Election of Director: Roderick C. Mcgeary Mgmt For For
1h. Election of Director: Sarah Rae Murphy Mgmt For For
1i. Election of Director: Charles H. Robbins Mgmt For For
1j. Election of Director: Brenton L. Saunders Mgmt For For
1k. Election of Director: Dr. Lisa T. Su Mgmt For For
1l. Election of Director: Marianna Tessel Mgmt For For
2. Approval, on an advisory basis, of Mgmt For For
executive compensation.
3. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Cisco's independent registered public
accounting firm for fiscal 2023.
4. Stockholder Proposal - Approval to have Shr Against For
Cisco's Board issue a tax transparency
report in consideration of the Global
Reporting Initiative's Tax Standard.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 935781030
--------------------------------------------------------------------------------------------------------------------------
Security: 172967424
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: C
ISIN: US1729674242
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ellen M. Costello Mgmt For For
1b. Election of Director: Grace E. Dailey Mgmt For For
1c. Election of Director: Barbara J. Desoer Mgmt For For
1d. Election of Director: John C. Dugan Mgmt For For
1e. Election of Director: Jane N. Fraser Mgmt For For
1f. Election of Director: Duncan P. Hennes Mgmt For For
1g. Election of Director: Peter B. Henry Mgmt For For
1h. Election of Director: S. Leslie Ireland Mgmt For For
1i. Election of Director: Renee J. James Mgmt For For
1j. Election of Director: Gary M. Reiner Mgmt For For
1k. Election of Director: Diana L. Taylor Mgmt For For
1l. Election of Director: James S. Turley Mgmt For For
1m. Election of Director: Casper W. von Koskull Mgmt For For
2. Proposal to ratify the selection of KPMG Mgmt For For
LLP as Citi's independent registered public
accountants for 2023.
3. Advisory vote to Approve our 2022 Executive Mgmt For For
Compensation.
4. Approval of additional shares for the Mgmt For For
Citigroup 2019 Stock Incentive Plan.
5. Advisory vote to Approve the Frequency of Mgmt 1 Year For
Future Advisory Votes on Executive
Compensation.
6. Stockholder proposal requesting that Shr For Against
shareholders ratify the termination pay of
any senior manager.
7. Stockholder proposal requesting an Shr Against For
Independent Board Chairman.
8. Stockholder proposal requesting a report on Shr Against For
the effectiveness of Citi's policies and
practices in respecting Indigenous Peoples'
rights in Citi's existing and proposed
financing.
9. Stockholder proposal requesting that the Shr Against For
Board adopt a policy to phase out new
fossil fuel financing.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 935788034
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CME
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Equity Director: Terrence A. Mgmt For For
Duffy
1b. Election of Equity Director: Kathryn Benesh Mgmt For For
1c. Election of Equity Director: Timothy S. Mgmt For For
Bitsberger
1d. Election of Equity Director: Charles P. Mgmt For For
Carey
1e. Election of Equity Director: Bryan T. Mgmt For For
Durkin
1f. Election of Equity Director: Harold Ford Mgmt For For
Jr.
1g. Election of Equity Director: Martin J. Mgmt For For
Gepsman
1h. Election of Equity Director: Larry G. Mgmt For For
Gerdes
1i. Election of Equity Director: Daniel R. Mgmt For For
Glickman
1j. Election of Equity Director: Daniel G. Kaye Mgmt For For
1k. Election of Equity Director: Phyllis M. Mgmt For For
Lockett
1l. Election of Equity Director: Deborah J. Mgmt For For
Lucas
1m. Election of Equity Director: Terry L. Mgmt For For
Savage
1n. Election of Equity Director: Rahael Seifu Mgmt For For
1o. Election of Equity Director: William R. Mgmt For For
Shepard
1p. Election of Equity Director: Howard J. Mgmt For For
Siegel
1q. Election of Equity Director: Dennis A. Mgmt For For
Suskind
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
3. Advisory vote on the compensation of our Mgmt For For
named executive officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the compensation of our
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CMS ENERGY CORPORATION Agenda Number: 935786888
--------------------------------------------------------------------------------------------------------------------------
Security: 125896100
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: CMS
ISIN: US1258961002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Jon E. Barfield Mgmt For For
1b. ELECTION OF DIRECTOR: Deborah H. Butler Mgmt For For
1c. ELECTION OF DIRECTOR: Kurt L. Darrow Mgmt For For
1d. ELECTION OF DIRECTOR: William D. Harvey Mgmt For For
1e. ELECTION OF DIRECTOR: Garrick J. Rochow Mgmt For For
1f. ELECTION OF DIRECTOR: John G. Russell Mgmt For For
1g. ELECTION OF DIRECTOR: Suzanne F. Shank Mgmt For For
1h. ELECTION OF DIRECTOR: Myrna M. Soto Mgmt For For
1i. ELECTION OF DIRECTOR: John G. Sznewajs Mgmt For For
1j. ELECTION OF DIRECTOR: Ronald J. Tanski Mgmt For For
1k. ELECTION OF DIRECTOR: Laura H. Wright Mgmt For For
2. Approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Ratify the appointment of independent Mgmt For For
registered public accounting firm
(PricewaterhouseCoopers LLP).
--------------------------------------------------------------------------------------------------------------------------
COGNIZANT TECHNOLOGY SOLUTIONS CORP. Agenda Number: 935831809
--------------------------------------------------------------------------------------------------------------------------
Security: 192446102
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: CTSH
ISIN: US1924461023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Zein Abdalla
1b. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Vinita Bali
1c. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Eric Branderiz
1d. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Archana Deskus
1e. Election of Director to serve until the Mgmt For For
2024 Annual meeting: John M. Dineen
1f. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Nella Domenici
1g. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Ravi Kumar S
1h. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Leo S. Mackay, Jr.
1i. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Michael Patsalos-Fox
1j. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Stephen J. Rohleder
1k. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Abraham Schot
1l. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Joseph M. Velli
1m. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Sandra S. Wijnberg
2. Approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of the company's
named executive officers (say-on-pay).
3. Approve, on an advisory (non-binding) Mgmt 1 Year For
basis, the frequency of future say-on-pay
votes.
4. Approve the Company's 2023 Incentive Award Mgmt For For
Plan.
5. Approve an amendment to the Company's 2004 Mgmt For For
Employee Stock Purchase Plan.
6. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent registered public accounting
firm for the year ending December 31, 2023.
7. Shareholder proposal regarding fair Shr Against For
elections, requesting that the board of
directors amend the company's by-laws to
require shareholder approval for certain
advance notice by-law amendments.
8. Shareholder proposal regarding shareholder Shr For Against
ratification of termination pay, requesting
that the board of directors seek
shareholder approval of certain senior
manager severance packages.
--------------------------------------------------------------------------------------------------------------------------
COLGATE-PALMOLIVE COMPANY Agenda Number: 935795382
--------------------------------------------------------------------------------------------------------------------------
Security: 194162103
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: CL
ISIN: US1941621039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: John P. Bilbrey Mgmt For For
1b. Election of Director: John T. Cahill Mgmt For For
1c. Election of Director: Steve Cahillane Mgmt For For
1d. Election of Director: Lisa M. Edwards Mgmt For For
1e. Election of Director: C. Martin Harris Mgmt For For
1f. Election of Director: Martina Hund-Mejean Mgmt For For
1g. Election of Director: Kimberly A. Nelson Mgmt For For
1h. Election of Director: Lorrie M. Norrington Mgmt For For
1i. Election of Director: Michael B. Polk Mgmt For For
1j. Election of Director: Stephen I. Sadove Mgmt For For
1k. Election of Director: Noel R. Wallace Mgmt For For
2. Ratify selection of PricewaterhouseCoopers Mgmt For For
LLP as Colgate's independent registered
public accounting firm.
3. Advisory vote on executive compensation. Mgmt For For
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal on independent Board Shr Against For
Chairman.
6. Stockholder proposal on executives to Shr Against For
retain significant stock.
--------------------------------------------------------------------------------------------------------------------------
COMCAST CORPORATION Agenda Number: 935845492
--------------------------------------------------------------------------------------------------------------------------
Security: 20030N101
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: CMCSA
ISIN: US20030N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kenneth J. Bacon Mgmt For For
Thomas J. Baltimore Jr. Mgmt For For
Madeline S. Bell Mgmt For For
Edward D. Breen Mgmt For For
Gerald L. Hassell Mgmt For For
Jeffrey A. Honickman Mgmt For For
Maritza G. Montiel Mgmt For For
Asuka Nakahara Mgmt For For
David C. Novak Mgmt For For
Brian L. Roberts Mgmt For For
2. Ratification of the appointment of our Mgmt For For
independent auditors.
3. Approval of Comcast Corporation 2023 Mgmt For For
Omnibus Equity Incentive Plan.
4. Approval of Amended and Restated Comcast Mgmt For For
Corporation 2002 Employee Stock Purchase
Plan.
5. Advisory vote on executive compensation. Mgmt For For
6. Advisory vote on the frequency of the vote Mgmt 1 Year For
on executive compensation.
7. To perform independent racial equity audit. Shr Against For
8. To report on climate risk in default Shr Against For
retirement plan options.
9. To set different greenhouse gas emissions Shr Against For
reduction targets.
10. To report on political contributions and Shr Against For
company values alignment.
11. To report on business in China. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 935796194
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dennis V. Arriola Mgmt For For
1b. Election of Director: Jody Freeman Mgmt For For
1c. Election of Director: Gay Huey Evans Mgmt For For
1d. Election of Director: Jeffrey A. Joerres Mgmt For For
1e. Election of Director: Ryan M. Lance Mgmt For For
1f. Election of Director: Timothy A. Leach Mgmt For For
1g. Election of Director: William H. McRaven Mgmt For For
1h. Election of Director: Sharmila Mulligan Mgmt For For
1i. Election of Director: Eric D. Mullins Mgmt For For
1j. Election of Director: Arjun N. Murti Mgmt For For
1k. Election of Director: Robert A. Niblock Mgmt For For
1l. Election of Director: David T. Seaton Mgmt For For
1m. Election of Director: R.A. Walker Mgmt For For
2. Proposal to ratify appointment of Ernst & Mgmt For For
Young LLP as ConocoPhillips' independent
registered public accounting firm for 2023.
3. Advisory Approval of Executive Mgmt For For
Compensation.
4. Advisory Vote on Frequency of Advisory Vote Mgmt 1 Year
on Executive Compensation.
5. Adoption of Amended and Restated Mgmt For For
Certificate of Incorporation on Right to
Call Special Meeting.
6. Approval of 2023 Omnibus Stock and Mgmt For For
Performance Incentive Plan of
ConocoPhillips.
7. Independent Board Chairman. Shr Against For
8. Share Retention Until Retirement. Shr Against For
9. Report on Tax Payments. Shr Against For
10. Report on Lobbying Activities. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED EDISON, INC. Agenda Number: 935797235
--------------------------------------------------------------------------------------------------------------------------
Security: 209115104
Meeting Type: Annual
Meeting Date: 15-May-2023
Ticker: ED
ISIN: US2091151041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy P. Cawley Mgmt For For
1b. Election of Director: Ellen V. Futter Mgmt For For
1c. Election of Director: John F. Killian Mgmt For For
1d. Election of Director: Karol V. Mason Mgmt For For
1e. Election of Director: Dwight A. McBride Mgmt For For
1f. Election of Director: William J. Mulrow Mgmt For For
1g. Election of Director: Armando J. Olivera Mgmt For For
1h. Election of Director: Michael W. Ranger Mgmt For For
1i. Election of Director: Linda S. Sanford Mgmt For For
1j. Election of Director: Deirdre Stanley Mgmt For For
1k. Election of Director: L. Frederick Mgmt For For
Sutherland
2. Ratification of appointment of independent Mgmt For For
accountants.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
5. Approval of the company's 2023 long term Mgmt For For
incentive plan.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935670706
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 19-Jul-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jennifer M. Daniels Mgmt For For
Jeremy S.G. Fowden Mgmt For For
Jose M. Madero Garza Mgmt For For
Daniel J. McCarthy Mgmt For For
2. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year ending
February 28, 2023.
3. To approve, by an advisory vote, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935714990
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Special
Meeting Date: 09-Nov-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve and adopt the Amended and Mgmt For For
Restated Charter, which will effectuate the
Reclassification described in the Proxy
Statement.
2. To adjourn the Special Meeting to a later Mgmt For For
date or dates, if necessary or appropriate,
to solicit additional proxies if there are
insufficient votes to approve the
Reclassification Proposal at the time of
the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION ENERGY CORP Agenda Number: 935780684
--------------------------------------------------------------------------------------------------------------------------
Security: 21037T109
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: CEG
ISIN: US21037T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Joseph Dominguez Mgmt For For
Julie Holzrichter Mgmt For For
Ashish Khandpur Mgmt For For
2. To consider and act on an advisory vote Mgmt For For
regarding the approval of compensation paid
to named executive officers.
3. To consider and act on an advisory vote Mgmt 1 Year For
regarding the frequency of the approval of
compensation paid to named executive
officers.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CORTEVA INC. Agenda Number: 935773920
--------------------------------------------------------------------------------------------------------------------------
Security: 22052L104
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: CTVA
ISIN: US22052L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lamberto Andreotti Mgmt For For
1b. Election of Director: Klaus A. Engel Mgmt For For
1c. Election of Director: David C. Everitt Mgmt For For
1d. Election of Director: Janet P. Giesselman Mgmt For For
1e. Election of Director: Karen H. Grimes Mgmt For For
1f. Election of Director: Michael O. Johanns Mgmt For For
1g. Election of Director: Rebecca B. Liebert Mgmt For For
1h. Election of Director: Marcos M. Lutz Mgmt For For
1i. Election of Director: Charles V. Magro Mgmt For For
1j. Election of Director: Nayaki R. Nayyar Mgmt For For
1k. Election of Director: Gregory R. Page Mgmt For For
1l. Election of Director: Kerry J. Preete Mgmt For For
1m. Election of Director: Patrick J. Ward Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CROWN CASTLE INC. Agenda Number: 935796788
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CCI
ISIN: US22822V1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. Robert Bartolo Mgmt For For
1b. Election of Director: Jay A. Brown Mgmt For For
1c. Election of Director: Cindy Christy Mgmt For For
1d. Election of Director: Ari Q. Fitzgerald Mgmt For For
1e. Election of Director: Andrea J. Goldsmith Mgmt For For
1f. Election of Director: Tammy K. Jones Mgmt For For
1g. Election of Director: Anthony J. Melone Mgmt For For
1h. Election of Director: W. Benjamin Moreland Mgmt For For
1i. Election of Director: Kevin A. Stephens Mgmt For For
1j. Election of Director: Matthew Thornton, III Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal year 2023.
3. The non-binding, advisory vote to approve Mgmt For For
the compensation of the Company's named
executive officers.
4. The amendment to the Company's Restated Mgmt For For
Certificate of Incorporation, as amended,
regarding officer exculpation.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
CVS HEALTH CORPORATION Agenda Number: 935806375
--------------------------------------------------------------------------------------------------------------------------
Security: 126650100
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: CVS
ISIN: US1266501006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Fernando Aguirre Mgmt For For
1b. Election of Director: Jeffrey R. Balser, Mgmt For For
M.D., Ph.D.
1c. Election of Director: C. David Brown II Mgmt For For
1d. Election of Director: Alecia A. DeCoudreaux Mgmt For For
1e. Election of Director: Nancy-Ann M. DeParle Mgmt For For
1f. Election of Director: Roger N. Farah Mgmt For For
1g. Election of Director: Anne M. Finucane Mgmt For For
1h. Election of Director: Edward J. Ludwig Mgmt For For
1i. Election of Director: Karen S. Lynch Mgmt For For
1j. Election of Director: Jean-Pierre Millon Mgmt For For
1k. Election of Director: Mary L. Schapiro Mgmt For For
2. Ratification of the Appointment of Our Mgmt For For
Independent Registered Public Accounting
Firm for 2023
3. Say on Pay, a Proposal to Approve, on an Mgmt For For
Advisory Basis, the Company's Executive
Compensation
4. Proposal to Recommend, on an Advisory Mgmt 1 Year For
Basis, the Frequency of Advisory Votes on
Executive Compensation Votes
5. Stockholder Proposal Requesting Paid Sick Shr Against For
Leave for All Employees
6. Stockholder Proposal for Reducing our Shr Against For
Ownership Threshold to Request a Special
Stockholder Meeting
7. Stockholder Proposal Regarding "Fair Shr Against For
Elections" and Requiring Stockholder
Approval of Certain Types of By-law
Amendments
8. Stockholder Proposal Requesting a Report on Shr Against For
a "Worker Rights Assessment"
9. Stockholder Proposal to Prevent Company Shr Against For
Directors from Simultaneously Sitting on
the Boards of Directors of Any Other
Company
--------------------------------------------------------------------------------------------------------------------------
D.R. HORTON, INC. Agenda Number: 935751265
--------------------------------------------------------------------------------------------------------------------------
Security: 23331A109
Meeting Type: Annual
Meeting Date: 18-Jan-2023
Ticker: DHI
ISIN: US23331A1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donald R. Horton Mgmt For For
1b. Election of Director: Barbara K. Allen Mgmt For For
1c. Election of Director: Brad S. Anderson Mgmt For For
1d. Election of Director: Michael R. Buchanan Mgmt For For
1e. Election of Director: Benjamin S. Carson, Mgmt For For
Sr.
1f. Election of Director: Maribess L. Miller Mgmt For For
2. Approval of the advisory resolution on Mgmt For For
executive compensation.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 935795510
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr Against For
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr Against For
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
DARDEN RESTAURANTS, INC. Agenda Number: 935696762
--------------------------------------------------------------------------------------------------------------------------
Security: 237194105
Meeting Type: Annual
Meeting Date: 21-Sep-2022
Ticker: DRI
ISIN: US2371941053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Margaret Shan Atkins Mgmt For For
Ricardo Cardenas Mgmt For For
Juliana L. Chugg Mgmt For For
James P. Fogarty Mgmt For For
Cynthia T. Jamison Mgmt For For
Eugene I. Lee, Jr. Mgmt For For
Nana Mensah Mgmt For For
William S. Simon Mgmt For For
Charles M. Sonsteby Mgmt For For
Timothy J. Wilmott Mgmt For For
2. To obtain advisory approval of the Mgmt For For
Company's executive compensation.
3. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
May 28, 2023.
--------------------------------------------------------------------------------------------------------------------------
DEERE & COMPANY Agenda Number: 935755009
--------------------------------------------------------------------------------------------------------------------------
Security: 244199105
Meeting Type: Annual
Meeting Date: 22-Feb-2023
Ticker: DE
ISIN: US2441991054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Leanne G. Caret Mgmt For For
1b. Election of Director: Tamra A. Erwin Mgmt For For
1c. Election of Director: Alan C. Heuberger Mgmt For For
1d. Election of Director: Charles O. Holliday, Mgmt For For
Jr.
1e. Election of Director: Michael O. Johanns Mgmt For For
1f. Election of Director: Clayton M. Jones Mgmt For For
1g. Election of Director: John C. May Mgmt For For
1h. Election of Director: Gregory R. Page Mgmt For For
1i. Election of Director: Sherry M. Smith Mgmt For For
1j. Election of Director: Dmitri L. Stockton Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation("say-on-pay").
3. Advisory vote on the frequency of future Mgmt 1 Year For
say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Deere's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal regarding termination Shr For Against
pay.
--------------------------------------------------------------------------------------------------------------------------
DELTA AIR LINES, INC. Agenda Number: 935859059
--------------------------------------------------------------------------------------------------------------------------
Security: 247361702
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: DAL
ISIN: US2473617023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward H. Bastian Mgmt For For
1b. Election of Director: Greg Creed Mgmt For For
1c. Election of Director: David G. DeWalt Mgmt For For
1d. Election of Director: William H. Easter III Mgmt For For
1e. Election of Director: Leslie D. Hale Mgmt For For
1f. Election of Director: Christopher A. Mgmt For For
Hazleton
1g. Election of Director: Michael P. Huerta Mgmt For For
1h. Election of Director: Jeanne P. Jackson Mgmt For For
1i. Election of Director: George N. Mattson Mgmt For For
1j. Election of Director: Vasant M. Prabhu Mgmt For For
1k. Election of Director: Sergio A. L. Rial Mgmt For For
1l. Election of Director: David S. Taylor Mgmt For For
1m. Election of Director: Kathy N. Waller Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of Delta's named executive
officers.
3. To recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Delta's independent auditors for the
year ending December 31, 2023.
5. A shareholder proposal requesting Shr For Against
shareholder ratification of termination
pay.
6. A shareholder proposal requesting a freedom Shr Against For
of association and collective bargaining
policy.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 935809395
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: DXCM
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Steven R. Altman
1.2 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Richard A. Collins
1.3 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Karen Dahut
1.4 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Mark G. Foletta
1.5 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Barbara E. Kahn
1.6 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Kyle Malady
1.7 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Eric J. Topol,
M.D.
2. To ratify the selection by the Audit Mgmt For For
Committee of our Board of Directors of
Ernst & Young LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To hold a non-binding vote on an advisory Mgmt For For
resolution to approve executive
compensation.
4. To recommend a non-binding advisory Mgmt 1 Year For
resolution on the frequency of stockholder
votes on executive compensation.
5. To hold a non-binding vote on pay equity Mgmt Against For
disclosure.
--------------------------------------------------------------------------------------------------------------------------
DIGITAL REALTY TRUST, INC. Agenda Number: 935849743
--------------------------------------------------------------------------------------------------------------------------
Security: 253868103
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: DLR
ISIN: US2538681030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alexis Black Bjorlin Mgmt For For
1b. Election of Director: VeraLinn Jamieson Mgmt For For
1c. Election of Director: Kevin J. Kennedy Mgmt For For
1d. Election of Director: William G. LaPerch Mgmt For For
1e. Election of Director: Jean F.H.P. Mgmt For For
Mandeville
1f. Election of Director: Afshin Mohebbi Mgmt For For
1g. Election of Director: Mark R. Patterson Mgmt For For
1h. Election of Director: Mary Hogan Preusse Mgmt For For
1i. Election of Director: Andrew P. Power Mgmt For For
2. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the year ending
December 31, 2023.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of the Company's
named executive officers, as more fully
described in the accompanying Proxy
Statement (Say-on-Pay).
4. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of holding future
advisory votes on the compensation of our
named executive officers (every one, two or
three years).
5. A stockholder proposal regarding reporting Shr Against For
on concealment clauses.
6. A stockholder proposal regarding inclusion Shr Against For
in the workplace.
--------------------------------------------------------------------------------------------------------------------------
DISCOVER FINANCIAL SERVICES Agenda Number: 935796322
--------------------------------------------------------------------------------------------------------------------------
Security: 254709108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: DFS
ISIN: US2547091080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Directors: Jeffrey S. Aronin Mgmt For For
1B Election of Directors: Mary K. Bush Mgmt For For
1C Election of Directors: Gregory C. Case Mgmt For For
1D Election of Directors: Candace H. Duncan Mgmt For For
1E Election of Directors: Joseph F. Eazor Mgmt For For
1F Election of Directors: Roger C. Hochschild Mgmt For For
1G Election of Directors: Thomas G. Maheras Mgmt For For
1H Election of Directors: John B. Owen Mgmt For For
1I Election of Directors: David L. Rawlinson Mgmt For For
II
1J Election of Directors: Beverley A. Sibblies Mgmt For For
1K Election of Directors: Mark A. Thierer Mgmt For For
1L Election of Directors: Jennifer L. Wong Mgmt For For
2 Advisory vote to approve named executive Mgmt For For
officer compensation:
3 Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation:
4 To approve the Discover Financial Services Mgmt For For
2023 Omnibus Incentive Plan:
5 To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm:
--------------------------------------------------------------------------------------------------------------------------
DISH NETWORK CORPORATION Agenda Number: 935782917
--------------------------------------------------------------------------------------------------------------------------
Security: 25470M109
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: DISH
ISIN: US25470M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kathleen Q. Abernathy Mgmt For For
George R. Brokaw Mgmt For For
Stephen J. Bye Mgmt For For
W. Erik Carlson Mgmt For For
James DeFranco Mgmt For For
Cantey M. Ergen Mgmt For For
Charles W. Ergen Mgmt For For
Tom A. Ortolf Mgmt For For
Joseph T. Proietti Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To amend and restate our Employee Stock Mgmt For For
Purchase Plan.
4. To conduct a non-binding advisory vote on Mgmt For For
executive compensation.
5. To conduct a non-binding advisory vote on Mgmt 3 Years For
the frequency of future non-binding
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DOLLAR GENERAL CORPORATION Agenda Number: 935821137
--------------------------------------------------------------------------------------------------------------------------
Security: 256677105
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: DG
ISIN: US2566771059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Warren F. Bryant Mgmt For For
1b. Election of Director: Michael M. Calbert Mgmt For For
1c. Election of Director: Ana M. Chadwick Mgmt For For
1d. Election of Director: Patricia D. Mgmt For For
Fili-Krushel
1e. Election of Director: Timothy I. McGuire Mgmt For For
1f. Election of Director: Jeffery C. Owen Mgmt For For
1g. Election of Director: Debra A. Sandler Mgmt For For
1h. Election of Director: Ralph E. Santana Mgmt For For
1i. Election of Director: Todd J. Vasos Mgmt For For
2. To approve, on an advisory (non-binding) Mgmt For For
basis, the resolution regarding the
compensation of Dollar General
Corporation's named executive officers as
disclosed in the proxy statement
3. To recommend, on an advisory (non-binding) Mgmt 1 Year For
basis, the frequency of future advisory
votes on Dollar General Corporation's named
executive officer compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Dollar General Corporation's
independent registered public accounting
firm for fiscal 2023.
5. To vote on a shareholder proposal regarding Shr Against For
cage-free eggs progress disclosure.
6. To vote on a shareholder proposal to take Shr Against For
steps to amend Dollar General Corporation's
governing documents to remove the one-year
holding period requirement to call a
special shareholder meeting
7. To vote on a shareholder proposal Shr Against For
requesting a worker safety and well-being
audit and report.
--------------------------------------------------------------------------------------------------------------------------
DOMINION ENERGY, INC. Agenda Number: 935788440
--------------------------------------------------------------------------------------------------------------------------
Security: 25746U109
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: D
ISIN: US25746U1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: James A. Bennett Mgmt For For
1B. Election of Director: Robert M. Blue Mgmt For For
1C. Election of Director: D. Maybank Hagood Mgmt For For
1D. Election of Director: Ronald W. Jibson Mgmt For For
1E. Election of Director: Mark J. Kington Mgmt For For
1F. Election of Director: Kristin G. Lovejoy Mgmt For For
1G. Election of Director: Joseph M. Rigby Mgmt For For
1H. Election of Director: Pamela J. Royal, M.D. Mgmt For For
1I. Election of Director: Robert H. Spilman, Mgmt For For
Jr.
1J. Election of Director: Susan N. Story Mgmt For For
1K. Election of Director: Michael E. Szymanczyk Mgmt For For
2. Advisory Vote on Approval of Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay Votes
4. Ratification of Appointment of Independent Mgmt For For
Auditor
5. Management's Proposal to Amend Article IV Mgmt For For
of the Bylaws to Make Certain Changes to
the Information Required to be Provided by
a Shareholder Requesting a Special Meeting
6. Management's Proposal to Amend Article XI Mgmt For For
of the Bylaws to Make Certain Changes to
the Advance Notice Provisions for Director
Nominations
7. Shareholder Proposal Regarding a Policy to Shr Against For
Require an Independent Chair
--------------------------------------------------------------------------------------------------------------------------
DOW INC. Agenda Number: 935771178
--------------------------------------------------------------------------------------------------------------------------
Security: 260557103
Meeting Type: Annual
Meeting Date: 13-Apr-2023
Ticker: DOW
ISIN: US2605571031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Samuel R. Allen Mgmt For For
1b. Election of Director: Gaurdie E. Banister Mgmt For For
Jr.
1c. Election of Director: Wesley G. Bush Mgmt For For
1d. Election of Director: Richard K. Davis Mgmt For For
1e. Election of Director: Jerri DeVard Mgmt For For
1f. Election of Director: Debra L. Dial Mgmt For For
1g. Election of Director: Jeff M. Fettig Mgmt For For
1h. Election of Director: Jim Fitterling Mgmt For For
1i. Election of Director: Jacqueline C. Hinman Mgmt For For
1j. Election of Director: Luis Alberto Moreno Mgmt For For
1k. Election of Director: Jill S. Wyant Mgmt For For
1l. Election of Director: Daniel W. Yohannes Mgmt For For
2. Advisory Resolution to Approve Executive Mgmt For For
Compensation
3. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for 2023
4. Stockholder Proposal - Independent Board Shr Against For
Chairman
5. Stockholder Proposal - Single-Use Plastics Shr Against For
Report
--------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 935783440
--------------------------------------------------------------------------------------------------------------------------
Security: 26441C204
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: DUK
ISIN: US26441C2044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Derrick Burks Mgmt For For
1b. Election of Director: Annette K. Clayton Mgmt For For
1c. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Caroline Dorsa Mgmt For For
1f. Election of Director: W. Roy Dunbar Mgmt For For
1g. Election of Director: Nicholas C. Mgmt For For
Fanandakis
1h. Election of Director: Lynn J. Good Mgmt For For
1i. Election of Director: John T. Herron Mgmt For For
1j. Election of Director: Idalene F. Kesner Mgmt For For
1k. Election of Director: E. Marie McKee Mgmt For For
1l. Election of Director: Michael J. Pacilio Mgmt For For
1m. Election of Director: Thomas E. Skains Mgmt For For
1n. Election of Director: William E. Webster, Mgmt For For
Jr.
2. Ratification of Deloitte & Touche LLP as Mgmt For For
Duke Energy's independent registered public
accounting firm for 2023
3. Advisory vote to approve Duke Energy's Mgmt For For
named executive officer compensation
4. Advisory vote on the frequency of an Mgmt 1 Year For
advisory vote on executive compensation
5. Approval of the Duke Energy Corporation Mgmt For For
2023 Long-Term Incentive Plan
6. Shareholder proposal regarding simple Shr For
majority vote
7. Shareholder proposal regarding formation of Shr Against For
committee to evaluate decarbonization risk
--------------------------------------------------------------------------------------------------------------------------
DUPONT DE NEMOURS, INC. Agenda Number: 935808444
--------------------------------------------------------------------------------------------------------------------------
Security: 26614N102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: DD
ISIN: US26614N1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Amy G. Brady Mgmt For For
1b. Election of Director: Edward D. Breen Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: Terrence R. Curtin Mgmt For For
1e. Election of Director: Alexander M. Cutler Mgmt For For
1f. Election of Director: Eleuthere I. du Pont Mgmt For For
1g. Election of Director: Kristina M. Johnson Mgmt For For
1h. Election of Director: Luther C. Kissam Mgmt For For
1i. Election of Director: Frederick M. Lowery Mgmt For For
1j. Election of Director: Raymond J. Milchovich Mgmt For For
1k. Election of Director: Deanna M. Mulligan Mgmt For For
1l. Election of Director: Steven M. Sterin Mgmt For For
2. Advisory Resolution to Approve Executive Mgmt For For
Compensation
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for 2023
4. Independent Board Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION PLC Agenda Number: 935777764
--------------------------------------------------------------------------------------------------------------------------
Security: G29183103
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: ETN
ISIN: IE00B8KQN827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Arnold Mgmt For For
1b. Election of Director: Olivier Leonetti Mgmt For For
1c. Election of Director: Silvio Napoli Mgmt For For
1d. Election of Director: Gregory R. Page Mgmt For For
1e. Election of Director: Sandra Pianalto Mgmt For For
1f. Election of Director: Robert V. Pragada Mgmt For For
1g. Election of Director: Lori J. Ryerkerk Mgmt For For
1h. Election of Director: Gerald B. Smith Mgmt For For
1i. Election of Director: Dorothy C. Thompson Mgmt For For
1j. Election of Director: Darryl L. Wilson Mgmt For For
2. Approving the appointment of Ernst & Young Mgmt For For
as independent auditor for 2023 and
authorizing the Audit Committee of the
Board of Directors to set its remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Approving, on an advisory basis, the Mgmt 1 Year For
frequency of executive compensation votes.
5. Approving a proposal to grant the Board Mgmt For For
authority to issue shares.
6. Approving a proposal to grant the Board Mgmt For For
authority to opt out of pre-emption rights.
7. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Company shares.
--------------------------------------------------------------------------------------------------------------------------
EBAY INC. Agenda Number: 935860595
--------------------------------------------------------------------------------------------------------------------------
Security: 278642103
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: EBAY
ISIN: US2786421030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Adriane M. Brown Mgmt For For
1b. Election of Director: Aparna Chennapragada Mgmt For For
1c. Election of Director: Logan D. Green Mgmt For For
1d. Election of Director: E. Carol Hayles Mgmt For For
1e. Election of Director: Jamie Iannone Mgmt For For
1f. Election of Director: Shripriya Mahesh Mgmt For For
1g. Election of Director: Paul S. Pressler Mgmt For For
1h. Election of Director: Mohak Shroff Mgmt For For
1i. Election of Director: Perry M. Traquina Mgmt For For
2. Ratification of appointment of independent Mgmt For For
auditors.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Say-on-Pay Frequency Vote. Mgmt 1 Year For
5. Approval of the Amendment and Restatement Mgmt For For
of the eBay Equity Incentive Award Plan.
6. Amendment to the Certificate of Mgmt For For
Incorporation.
7. Special Shareholder Meeting, if properly Shr Against For
presented.
--------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 935776635
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: EIX
ISIN: US2810201077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Michael C. Camunez Mgmt For For
1c. Election of Director: Vanessa C.L. Chang Mgmt For For
1d. Election of Director: James T. Morris Mgmt For For
1e. Election of Director: Timothy T. O'Toole Mgmt For For
1f. Election of Director: Pedro J. Pizarro Mgmt For For
1g. Election of Director: Marcy L. Reed Mgmt For For
1h. Election of Director: Carey A. Smith Mgmt For For
1i. Election of Director: Linda G. Stuntz Mgmt For For
1j. Election of Director: Peter J. Taylor Mgmt For For
1k. Election of Director: Keith Trent Mgmt For For
2. Ratification of the Independent Registered Mgmt For For
Public Accounting Firm
3. Advisory Vote to Approve Say-on-Pay Vote Mgmt 1 Year For
Frequency
4. Advisory Vote to Approve Executive Mgmt For For
Compensation
--------------------------------------------------------------------------------------------------------------------------
EDWARDS LIFESCIENCES CORPORATION Agenda Number: 935792261
--------------------------------------------------------------------------------------------------------------------------
Security: 28176E108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: EW
ISIN: US28176E1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Kieran T. Gallahue Mgmt For For
1.2 Election of Director: Leslie S. Heisz Mgmt For For
1.3 Election of Director: Paul A. LaViolette Mgmt For For
1.4 Election of Director: Steven R. Loranger Mgmt For For
1.5 Election of Director: Martha H. Marsh Mgmt For For
1.6 Election of Director: Michael A. Mussallem Mgmt For For
1.7 Election of Director: Ramona Sequeira Mgmt For For
1.8 Election of Director: Nicholas J. Valeriani Mgmt For For
1.9 Election of Director: Bernard J. Zovighian Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Future Advisory Votes on Named Executive
Officer Compensation
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm
5. Approval of Amendment of the Certificate of Mgmt For For
Incorporation to Provide for Exculpation of
Officers
6. Stockholder Proposal regarding Independent Shr Against For
Board Chairman Policy
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
EMERSON ELECTRIC CO. Agenda Number: 935748600
--------------------------------------------------------------------------------------------------------------------------
Security: 291011104
Meeting Type: Annual
Meeting Date: 07-Feb-2023
Ticker: EMR
ISIN: US2910111044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR FOR TERMS ENDING IN Mgmt For For
2026: Martin S. Craighead
1b. ELECTION OF DIRECTOR FOR TERMS ENDING IN Mgmt For For
2026: Gloria A. Flach
1c. ELECTION OF DIRECTOR FOR TERMS ENDING IN Mgmt For For
2026: Matthew S. Levatich
2. Ratification of KPMG LLP as Independent Mgmt For For
Registered Public Accounting Firm.
3. Approval, by non-binding advisory vote, of Mgmt For For
Emerson Electric Co. executive
compensation.
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ENPHASE ENERGY, INC. Agenda Number: 935812013
--------------------------------------------------------------------------------------------------------------------------
Security: 29355A107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ENPH
ISIN: US29355A1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jamie Haenggi Mgmt For For
Benjamin Kortlang Mgmt For For
Richard Mora Mgmt For For
2. To approve, on advisory basis, the Mgmt For For
compensation of our named executive
officers, as disclosed in the proxy
statement.
3. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ENTERGY CORPORATION Agenda Number: 935786232
--------------------------------------------------------------------------------------------------------------------------
Security: 29364G103
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ETR
ISIN: US29364G1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gina F. Adams Mgmt For For
1b. Election of Director: John H. Black Mgmt For For
1c. Election of Director: John R. Burbank Mgmt For For
1d. Election of Director: Patrick J. Condon Mgmt For For
1e. Election of Director: Kirkland H. Donald Mgmt For For
1f. Election of Director: Brian W. Ellis Mgmt For For
1g. Election of Director: Philip L. Mgmt For For
Frederickson
1h. Election of Director: M. Elise Hyland Mgmt For For
1i. Election of Director: Stuart L. Levenick Mgmt For For
1j. Election of Director: Blanche L. Lincoln Mgmt For For
1k. Election of Director: Andrew S. Marsh Mgmt For For
1l. Election of Director: Karen A. Puckett Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as Entergy's Independent
Registered Public Accountants for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Named Executive
Officer Compensation.
5. Approval of an Amendment to the 2019 Mgmt For For
Entergy Corporation Omnibus Incentive Plan.
6. Approval of an Amendment to Entergy Mgmt For For
Corporation's Restated Certificate of
Incorporation to Include Exculpation of
Officers.
--------------------------------------------------------------------------------------------------------------------------
EOG RESOURCES, INC. Agenda Number: 935817049
--------------------------------------------------------------------------------------------------------------------------
Security: 26875P101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: EOG
ISIN: US26875P1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Janet F. Clark
1b. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Charles R. Crisp
1c. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Robert P. Daniels
1d. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Lynn A. Dugle
1e. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: C. Christopher
Gaut
1f. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Michael T. Kerr
1g. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Julie J. Robertson
1h. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Donald F. Textor
1i. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Ezra Y. Yacob
2. To ratify the appointment by the Audit Mgmt For For
Committee of the Board of Directors of
Deloitte & Touche LLP, independent
registered public accounting firm, as
auditors for the Company for the year
ending December 31, 2023.
3. To approve, by non-binding vote, the Mgmt For For
compensation of the Company's named
executive officers.
4. To recommend, by non-binding vote, the Mgmt 1 Year For
frequency of holding advisory votes on the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
EQUINIX, INC. Agenda Number: 935820490
--------------------------------------------------------------------------------------------------------------------------
Security: 29444U700
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: EQIX
ISIN: US29444U7000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Nanci Caldwell
1b. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Adaire
Fox-Martin
1c. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Ron Guerrier
1d. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Gary Hromadko
1e. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Charles Meyers
1f. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Thomas Olinger
1g. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Christopher
Paisley
1h. Election of Director to the Board of Mgmt Against Against
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Jeetu Patel
1i. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Sandra Rivera
1j. Election of Director to the Board of Mgmt Against Against
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Fidelma Russo
1k. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Peter Van Camp
2. Approval, by a non-binding advisory vote, Mgmt For For
of the compensation of our named executive
officers.
3. Approval, by a non-binding advisory vote, Mgmt 1 Year For
of the frequency with which our
stockholders will vote on the compensation
of our named executive officers
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the fiscal year ending December
31, 2023
5. A stockholder proposal related to Shr For Against
shareholder ratification of termination pay
--------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 935779504
--------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: EXC
ISIN: US30161N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony Anderson Mgmt For For
1b. Election of Director: W. Paul Bowers Mgmt For For
1c. Election of Director: Calvin G. Butler, Jr. Mgmt For For
1d. Election of Director: Marjorie Rodgers Mgmt For For
Cheshire
1e. Election of Director: Linda Jojo Mgmt For For
1f. Election of Director: Charisse Lillie Mgmt For For
1g. Election of Director: Matthew Rogers Mgmt For For
1h. Election of Director: John Young Mgmt For For
2. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Exelon's Independent Auditor for 2023.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION Agenda Number: 935823977
--------------------------------------------------------------------------------------------------------------------------
Security: 30231G102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: XOM
ISIN: US30231G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael J. Angelakis Mgmt For For
1b. Election of Director: Susan K. Avery Mgmt For For
1c. Election of Director: Angela F. Braly Mgmt For For
1d. Election of Director: Gregory J. Goff Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Kaisa H. Hietala Mgmt For For
1g. Election of Director: Joseph L. Hooley Mgmt For For
1h. Election of Director: Steven A. Kandarian Mgmt For For
1i. Election of Director: Alexander A. Karsner Mgmt For For
1j. Election of Director: Lawrence W. Kellner Mgmt For For
1k. Election of Director: Jeffrey W. Ubben Mgmt For For
1l. Election of Director: Darren W. Woods Mgmt For For
2. Ratification of Independent Auditors Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation
4. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation
5. Establish a New Board Committee on Shr Against For
Decarbonization Risk
6. Reduce Executive Stock Holding Period Shr Against For
7. Additional Carbon Capture and Storage and Shr Against For
Emissions Report
8. Additional Direct Methane Measurement Shr Against For
9. Establish a Scope 3 Target and Reduce Shr Against For
Hydrocarbon Sales
10. Additional Report on Worst-case Spill and Shr Against For
Response Plans
11. GHG Reporting on Adjusted Basis Shr Against For
12. Report on Asset Retirement Obligations Shr Against For
Under IEA NZE Scenario
13. Report on Plastics Under SCS Scenario Shr Against For
14. Litigation Disclosure Beyond Legal and Shr Against For
Accounting Requirements
15. Tax Reporting Beyond Legal Requirements Shr Against For
16. Energy Transition Social Impact Report Shr Against For
17. Report on Commitment Against AMAP Work Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FEDERAL REALTY INVESTMENT TRUST Agenda Number: 935785672
--------------------------------------------------------------------------------------------------------------------------
Security: 313745101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: FRT
ISIN: US3137451015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Trustee: David W. Faeder Mgmt For For
1b. Election of Trustee: Elizabeth I. Holland Mgmt For For
1c. Election of Trustee: Nicole Y. Lamb-Hale Mgmt For For
1d. Election of Trustee: Thomas A. McEachin Mgmt For For
1e. Election of Trustee: Anthony P. Nader, III Mgmt For For
1f. Election of Trustee: Gail P. Steinel Mgmt For For
1g. Election of Trustee: Donald C. Wood Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of holding future,
non-binding, advisory votes on the
compensation of our named executive
officers.
4. To approve, on a non-binding, advisory Mgmt For For
basis, an increase to the number of
authorized common shares.
5. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
FEDEX CORPORATION Agenda Number: 935696306
--------------------------------------------------------------------------------------------------------------------------
Security: 31428X106
Meeting Type: Annual
Meeting Date: 19-Sep-2022
Ticker: FDX
ISIN: US31428X1063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: MARVIN R. ELLISON Mgmt For For
1b. Election of Director: STEPHEN E. GORMAN Mgmt For For
1c. Election of Director: SUSAN PATRICIA Mgmt For For
GRIFFITH
1d. Election of Director: KIMBERLY A. JABAL Mgmt For For
1e. Election of Director: AMY B. LANE Mgmt For For
1f. Election of Director: R. BRAD MARTIN Mgmt For For
1g. Election of Director: NANCY A. NORTON Mgmt For For
1h. Election of Director: FREDERICK P. PERPALL Mgmt For For
1i. Election of Director: JOSHUA COOPER RAMO Mgmt For For
1j. Election of Director: SUSAN C. SCHWAB Mgmt For For
1k. Election of Director: FREDERICK W. SMITH Mgmt For For
1l. Election of Director: DAVID P. STEINER Mgmt For For
1m. Election of Director: RAJESH SUBRAMANIAM Mgmt For For
1n. Election of Director: V. JAMES VENA Mgmt For For
1o. Election of Director: PAUL S. WALSH Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as FedEx's independent registered public
accounting firm for fiscal year 2023.
4. Approval of amendment to the FedEx Mgmt For For
Corporation 2019 Omnibus Stock Incentive
Plan to increase the number of authorized
shares.
5. Stockholder proposal regarding independent Shr Against For
board chairman.
6. Stockholder proposal regarding report on Shr Against For
alignment between company values and
electioneering contributions.
7. Stockholder proposal regarding lobbying Shr Against For
activity and expenditure report.
8. Stockholder proposal regarding assessing Shr Against For
inclusion in the workplace.
9. Proposal not applicable Shr Against
--------------------------------------------------------------------------------------------------------------------------
FIRSTENERGY CORP. Agenda Number: 935804167
--------------------------------------------------------------------------------------------------------------------------
Security: 337932107
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: FE
ISIN: US3379321074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jana T. Croom Mgmt For For
1b. Election of Director: Steven J. Demetriou Mgmt For For
1c. Election of Director: Lisa Winston Hicks Mgmt For For
1d. Election of Director: Paul Kaleta Mgmt For For
1e. Election of Director: Sean T. Klimczak Mgmt For For
1f. Election of Director: Jesse A. Lynn Mgmt For For
1g. Election of Director: James F. O'Neil III Mgmt For For
1h. Election of Director: John W. Somerhalder Mgmt For For
II
1i. Election of Director: Andrew Teno Mgmt For For
1j. Election of Director: Leslie M. Turner Mgmt For For
1k. Election of Director: Melvin Williams Mgmt For For
2. Ratify the Appointment of the Independent Mgmt For For
Registered Public Accounting Firm for 2023
3. Approve, on an Advisory Basis, Named Mgmt For For
Executive Officer Compensation
4. Approve, on an Advisory Basis, the Mgmt 1 Year For
Frequency of Future Advisory Votes to
Approve Named Executive Officer
Compensation
5. Approve an Amendment to the Amended and Mgmt For For
Restated Code of Regulations to Reduce the
Percentage of Shares Required to Call a
Special Meeting of Shareholders
6. Shareholder Ratification of Termination Pay Shr For Against
7. Establish a New Board Committee on Shr Against For
Decarbonization Risk
--------------------------------------------------------------------------------------------------------------------------
FISERV, INC. Agenda Number: 935806096
--------------------------------------------------------------------------------------------------------------------------
Security: 337738108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: FISV
ISIN: US3377381088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Frank J. Bisignano Mgmt For For
Henrique de Castro Mgmt For For
Harry F. DiSimone Mgmt For For
Dylan G. Haggart Mgmt For For
Wafaa Mamilli Mgmt For For
Heidi G. Miller Mgmt For For
Doyle R. Simons Mgmt For For
Kevin M. Warren Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the named executive
officers of Fiserv, Inc.
3. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on the compensation of the named
executive officers of Fiserv, Inc.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm of Fiserv, Inc. for
2023.
5. Shareholder proposal requesting an Shr Against For
independent board chair policy.
--------------------------------------------------------------------------------------------------------------------------
FORD MOTOR COMPANY Agenda Number: 935790128
--------------------------------------------------------------------------------------------------------------------------
Security: 345370860
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: F
ISIN: US3453708600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kimberly A. Casiano Mgmt For For
1b. Election of Director: Alexandra Ford Mgmt For For
English
1c. Election of Director: James D. Farley, Jr. Mgmt For For
1d. Election of Director: Henry Ford III Mgmt For For
1e. Election of Director: William Clay Ford, Mgmt For For
Jr.
1f. Election of Director: William W. Helman IV Mgmt For For
1g. Election of Director: Jon M. Huntsman, Jr. Mgmt For For
1h. Election of Director: William E. Kennard Mgmt For For
1i. Election of Director: John C. May Mgmt For For
1j. Election of Director: Beth E. Mooney Mgmt For For
1k. Election of Director: Lynn Vojvodich Mgmt For For
Radakovich
1l. Election of Director: John L. Thornton Mgmt For For
1m. Election of Director: John B. Veihmeyer Mgmt For For
1n. Election of Director: John S. Weinberg Mgmt For For
2. Ratification of Independent Registered Mgmt For For
Public Accounting Firm.
3. Say-on-Pay - An Advisory Vote to Approve Mgmt For For
the Compensation of the Named Executives.
4. An Advisory Vote on the Frequency of a Mgmt 1 Year For
Shareholder Vote to Approve the
Compensation of the Named Executives.
5. Approval of the 2023 Long-Term Incentive Mgmt For For
Plan.
6. Relating to Consideration of a Shr Against For
Recapitalization Plan to Provide That All
of the Company's Outstanding Stock Have One
Vote Per Share.
7. Relating to Disclosure of the Company's Shr Against For
Reliance on Child Labor Outside of the
United States.
8. Relating to Reporting on the Company's Shr Against For
Animal Testing Practices.
--------------------------------------------------------------------------------------------------------------------------
FOX CORPORATION Agenda Number: 935714039
--------------------------------------------------------------------------------------------------------------------------
Security: 35137L105
Meeting Type: Annual
Meeting Date: 03-Nov-2022
Ticker: FOXA
ISIN: US35137L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Non Voting agenda Mgmt Abstain
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
GARTNER, INC. Agenda Number: 935825806
--------------------------------------------------------------------------------------------------------------------------
Security: 366651107
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: IT
ISIN: US3666511072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for term expiring in Mgmt For For
2024: Peter E. Bisson
1b. Election of Director for term expiring in Mgmt For For
2024: Richard J. Bressler
1c. Election of Director for term expiring in Mgmt For For
2024: Raul E. Cesan
1d. Election of Director for term expiring in Mgmt For For
2024: Karen E. Dykstra
1e. Election of Director for term expiring in Mgmt For For
2024: Diana S. Ferguson
1f. Election of Director for term expiring in Mgmt For For
2024: Anne Sutherland Fuchs
1g. Election of Director for term expiring in Mgmt For For
2024: William O. Grabe
1h. Election of Director for term expiring in Mgmt For For
2024: Jose M. Gutierrez
1i. Election of Director for term expiring in Mgmt For For
2024: Eugene A. Hall
1j. Election of Director for term expiring in Mgmt For For
2024: Stephen G. Pagliuca
1k. Election of Director for term expiring in Mgmt For For
2024: Eileen M. Serra
1l. Election of Director for term expiring in Mgmt For For
2024: James C. Smith
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Vote, on an advisory basis, on the Mgmt 1 Year For
frequency of future stockholder advisory
votes on the Company's executive
compensation.
4. Approval of the Gartner, Inc. Long-Term Mgmt For For
Incentive Plan.
5. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the 2023 fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
GE HEALTHCARE TECHNOLOGIES INC. Agenda Number: 935805878
--------------------------------------------------------------------------------------------------------------------------
Security: 36266G107
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: GEHC
ISIN: US36266G1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter J. Arduini Mgmt For For
1b. Election of Director: H. Lawrence Culp, Jr. Mgmt For For
1c. Election of Director: Rodney F. Hochman Mgmt For For
1d. Election of Director: Lloyd W. Howell, Jr. Mgmt For For
1e. Election of Director: Risa Lavizzo-Mourey Mgmt For For
1f. Election of Director: Catherine Lesjak Mgmt For For
1g. Election of Director: Anne T. Madden Mgmt For For
1h. Election of Director: Tomislav Mihaljevic Mgmt For For
1i. Election of Director: William J. Stromberg Mgmt For For
1j. Election of Director: Phoebe L. Yang Mgmt For For
2. Approve our named executive officers' Mgmt For For
compensation in an advisory vote.
3. Approve the frequency of future advisory Mgmt 1 Year For
votes on named executive officers'
compensation in an advisory vote.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as our independent auditor for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
GENERAC HOLDINGS INC. Agenda Number: 935846418
--------------------------------------------------------------------------------------------------------------------------
Security: 368736104
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: GNRC
ISIN: US3687361044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director: Marcia J. Mgmt For For
Avedon
1.2 Election of Class II Director: Bennett J. Mgmt For For
Morgan
1.3 Election of Class II Director: Dominick P. Mgmt For For
Zarcone
2. Proposal to ratify the selection of Mgmt For For
Deloitte & Touche LLP as our independent
registered public accounting firm for the
year ended December 31, 2023.
3. Advisory vote on the non-binding Mgmt For For
"say-on-pay" resolution to approve the
compensation of our executive officers.
4. Advisory vote on the non-binding resolution Mgmt 1 Year For
regarding the frequency of our advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION Agenda Number: 935781078
--------------------------------------------------------------------------------------------------------------------------
Security: 369550108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GD
ISIN: US3695501086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard D. Clarke Mgmt For For
1b. Election of Director: James S. Crown Mgmt For For
1c. Election of Director: Rudy F. deLeon Mgmt For For
1d. Election of Director: Cecil D. Haney Mgmt For For
1e. Election of Director: Mark M. Malcolm Mgmt For For
1f. Election of Director: James N. Mattis Mgmt For For
1g. Election of Director: Phebe N. Novakovic Mgmt For For
1h. Election of Director: C. Howard Nye Mgmt For For
1i. Election of Director: Catherine B. Reynolds Mgmt For For
1j. Election of Director: Laura J. Schumacher Mgmt For For
1k. Election of Director: Robert K. Steel Mgmt For For
1l. Election of Director: John G. Stratton Mgmt For For
1m. Election of Director: Peter A. Wall Mgmt For For
2. Vote to Approve Amendment to Delaware Mgmt For For
Charter to Limit Liability of Officers as
Permitted by Law
3. Advisory Vote on the Selection of Mgmt For For
Independent Auditors
4. Advisory Vote to Approve Executive Mgmt For For
Compensation
5. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Executive Compensation Advisory Votes
6. Shareholder Proposal - Human Rights Impact Shr Against For
Assessment
7. Shareholder Proposal - Independent Board Shr Against For
Chairman
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 935786408
--------------------------------------------------------------------------------------------------------------------------
Security: 369604301
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GE
ISIN: US3696043013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen Angel Mgmt For For
1b. Election of Director: Sebastien Bazin Mgmt For For
1c. Election of Director: H. Lawrence Culp, Jr. Mgmt For For
1d. Election of Director: Edward Garden Mgmt For For
1e. Election of Director: Isabella Goren Mgmt For For
1f. Election of Director: Thomas Horton Mgmt For For
1g. Election of Director: Catherine Lesjak Mgmt For For
1h. Election of Director: Darren McDew Mgmt For For
1i. Election of Director: Paula Rosput Reynolds Mgmt For For
1j. Election of Director: Jessica Uhl Mgmt For For
2. Advisory Approval of Our Named Executives' Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Our Named
Executives' Compensation.
4. Ratification of Deloitte as Independent Mgmt For For
Auditor for 2023.
5. Independent Board Chairman. Shr Against For
6. Sale of the Company. Shr Against For
7. Fiduciary Carbon-Emission Relevance Report. Shr Against For
8. Assess Energy-Related Asset Resilience. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
GENERAL MILLS, INC. Agenda Number: 935697877
--------------------------------------------------------------------------------------------------------------------------
Security: 370334104
Meeting Type: Annual
Meeting Date: 27-Sep-2022
Ticker: GIS
ISIN: US3703341046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. Kerry Clark Mgmt For For
1b. Election of Director: David M. Cordani Mgmt For For
1c. Election of Director: C. Kim Goodwin Mgmt For For
1d. Election of Director: Jeffrey L. Harmening Mgmt For For
1e. Election of Director: Maria G. Henry Mgmt For For
1f. Election of Director: Jo Ann Jenkins Mgmt For For
1g. Election of Director: Elizabeth C. Lempres Mgmt For For
1h. Election of Director: Diane L. Neal Mgmt For For
1i. Election of Director: Steve Odland Mgmt For For
1j. Election of Director: Maria A. Sastre Mgmt For For
1k. Election of Director: Eric D. Sprunk Mgmt For For
1l. Election of Director: Jorge A. Uribe Mgmt For For
2. Approval of the 2022 Stock Compensation Mgmt For For
Plan.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm.
5. Shareholder Proposal - Independent Board Shr Against For
Chairman.
6. Shareholder Proposal Regarding a Plastic Shr Against For
Packaging Report.
--------------------------------------------------------------------------------------------------------------------------
GENERAL MOTORS COMPANY Agenda Number: 935847561
--------------------------------------------------------------------------------------------------------------------------
Security: 37045V100
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: GM
ISIN: US37045V1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Aneel Bhusri Mgmt For For
1c. Election of Director: Wesley G. Bush Mgmt For For
1d. Election of Director: Joanne C. Crevoiserat Mgmt For For
1e. Election of Director: Linda R. Gooden Mgmt For For
1f. Election of Director: Joseph Jimenez Mgmt For For
1g. Election of Director: Jonathan McNeill Mgmt For For
1h. Election of Director: Judith A. Miscik Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Thomas M. Schoewe Mgmt For For
1k. Election of Director: Mark A. Tatum Mgmt For For
1l. Election of Director: Jan E. Tighe Mgmt For For
1m. Election of Director: Devin N. Wenig Mgmt For For
2. Ratification of the Selection of Ernst & Mgmt For For
Young LLP as the Company's Independent
Registered Public Accounting Firm for 2023.
3. Advisory Approval of Named Executive Mgmt For For
Officer Compensation.
4. Approval of Amendment No. 1 to the Mgmt For For
Company's 2020 Long-Term Incentive Plan.
5. Shareholder Proposal Requesting a Report on Shr Against For
the Company's Operations in China.
6. Shareholder Proposal Regarding Shareholder Shr Against For
Written Consent.
7. Shareholder Proposal Regarding Sustainable Shr Against For
Materials Procurement Targets.
--------------------------------------------------------------------------------------------------------------------------
GILEAD SCIENCES, INC. Agenda Number: 935788438
--------------------------------------------------------------------------------------------------------------------------
Security: 375558103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GILD
ISIN: US3755581036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacqueline K. Barton, Mgmt For For
Ph.D.
1b. Election of Director: Jeffrey A. Bluestone, Mgmt For For
Ph.D.
1c. Election of Director: Sandra J. Horning, Mgmt For For
M.D.
1d. Election of Director: Kelly A. Kramer Mgmt For For
1e. Election of Director: Kevin E. Lofton Mgmt For For
1f. Election of Director: Harish Manwani Mgmt For For
1g. Election of Director: Daniel P. O'Day Mgmt For For
1h. Election of Director: Javier J. Rodriguez Mgmt For For
1i. Election of Director: Anthony Welters Mgmt For For
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers as presented in the Proxy
Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory stockholder
votes on executive compensation.
5. To approve an amendment and restatement of Mgmt For For
the Gilead Sciences, Inc. Employee Stock
Purchase Plan and the Gilead Sciences, Inc.
International Employee Stock Purchase Plan.
6. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board implement a process to
nominate at least one more candidate than
the number of directors to be elected.
7. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board amend the company
governing documents to give street name
shares and non-street name shares an equal
right to call a special stockholder
meeting.
8. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting a report on a process by which
the impact of extended patent exclusivities
on product access would be considered in
deciding whether to apply for secondary and
tertiary patents.
--------------------------------------------------------------------------------------------------------------------------
GLOBAL PAYMENTS INC. Agenda Number: 935777093
--------------------------------------------------------------------------------------------------------------------------
Security: 37940X102
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: GPN
ISIN: US37940X1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: F. Thaddeus Arroyo Mgmt For For
1b. Election of Director: Robert H.B. Baldwin, Mgmt For For
Jr.
1c. Election of Director: John G. Bruno Mgmt For For
1d. Election of Director: Joia M. Johnson Mgmt For For
1e. Election of Director: Ruth Ann Marshall Mgmt For For
1f. Election of Director: Connie D. McDaniel Mgmt For For
1g. Election of Director: Joseph H. Osnoss Mgmt For For
1h. Election of Director: William B. Plummer Mgmt For For
1i. Election of Director: Jeffrey S. Sloan Mgmt For For
1j. Election of Director: John T. Turner Mgmt For For
1k. Election of Director: M. Troy Woods Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers for 2022.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the year ending
December 31, 2023.
5. Advisory shareholder proposal on Shr For Against
shareholder ratification of termination
pay.
--------------------------------------------------------------------------------------------------------------------------
HCA HEALTHCARE, INC. Agenda Number: 935776902
--------------------------------------------------------------------------------------------------------------------------
Security: 40412C101
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HCA
ISIN: US40412C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas F. Frist III Mgmt For For
1b. Election of Director: Samuel N. Hazen Mgmt For For
1c. Election of Director: Meg G. Crofton Mgmt For For
1d. Election of Director: Robert J. Dennis Mgmt For For
1e. Election of Director: Nancy-Ann DeParle Mgmt For For
1f. Election of Director: William R. Frist Mgmt For For
1g. Election of Director: Hugh F. Johnston Mgmt For For
1h. Election of Director: Michael W. Michelson Mgmt For For
1i. Election of Director: Wayne J. Riley, M.D. Mgmt For For
1j. Election of Director: Andrea B. Smith Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. To approve the HCA Healthcare, Inc. 2023 Mgmt For For
Employee Stock Purchase Plan.
4. Advisory vote to approve named executive Mgmt For For
officer compensation.
5. Stockholder proposal, if properly presented Shr Against For
at the meeting, regarding political
spending disclosure.
6. Stockholder proposal, if properly presented Shr Against For
at the meeting, regarding amendment to
Patient Safety and Quality of Care
Committee charter.
--------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 935809117
--------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HES
ISIN: US42809H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: T.J. CHECKI
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L.S.
COLEMAN, JR.
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L. GLATCH
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.B. HESS
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: E.E.
HOLIDAY
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: M.S.
LIPSCHULTZ
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: R.J.
MCGUIRE
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: D. MCMANUS
1i. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.O. MEYERS
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.F.
OVELMEN
1k. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.H.
QUIGLEY
1l. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: W.G.
SCHRADER
2. Advisory approval of the compensation of Mgmt For For
our named executive officers.
3. Advisory approval on the frequency of Mgmt 1 Year For
voting on executive compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accountants for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HP INC. Agenda Number: 935775429
--------------------------------------------------------------------------------------------------------------------------
Security: 40434L105
Meeting Type: Annual
Meeting Date: 24-Apr-2023
Ticker: HPQ
ISIN: US40434L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Aida M. Alvarez Mgmt For For
1b. Election of Director: Shumeet Banerji Mgmt For For
1c. Election of Director: Robert R. Bennett Mgmt For For
1d. Election of Director: Charles V. Bergh Mgmt For For
1e. Election of Director: Bruce Broussard Mgmt For For
1f. Election of Director: Stacy Brown-Philpot Mgmt For For
1g. Election of Director: Stephanie A. Burns Mgmt For For
1h. Election of Director: Mary Anne Citrino Mgmt For For
1i. Election of Director: Richard Clemmer Mgmt For For
1j. Election of Director: Enrique Lores Mgmt For For
1k. Election of Director: Judith Miscik Mgmt For For
1l. Election of Director: Kim K.W. Rucker Mgmt For For
1m. Election of Director: Subra Suresh Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as HP Inc.'s independent registered
public accounting firm for the fiscal year
ending October 31, 2023
3. To approve, on an advisory basis, HP Inc.'s Mgmt For For
named executive officer compensation
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future votes to approve, on an
advisory basis, HP Inc.'s named executive
officer compensation
5. Stockholder proposal requesting Shr Against For
stockholders' right to act by written
consent, if properly presented at the
annual meeting
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
ILLINOIS TOOL WORKS INC. Agenda Number: 935779035
--------------------------------------------------------------------------------------------------------------------------
Security: 452308109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ITW
ISIN: US4523081093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Susan Crown Mgmt For For
1c. Election of Director: Darrell L. Ford Mgmt For For
1d. Election of Director: Kelly J. Grier Mgmt For For
1e. Election of Director: James W. Griffith Mgmt For For
1f. Election of Director: Jay L. Henderson Mgmt For For
1g. Election of Director: Richard H. Lenny Mgmt For For
1h. Election of Director: E. Scott Santi Mgmt For For
1i. Election of Director: David B. Smith, Jr. Mgmt For For
1j. Election of Director: Pamela B. Strobel Mgmt For For
2. Advisory vote to approve compensation of Mgmt For For
ITW's named executive officers.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on compensation of named
executive officers.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as ITW's independent
registered public accounting firm for 2023.
5. A non-binding stockholder proposal, if Shr Against For
properly presented at the meeting, for an
Independent Board Chairman.
--------------------------------------------------------------------------------------------------------------------------
INTEL CORPORATION Agenda Number: 935793631
--------------------------------------------------------------------------------------------------------------------------
Security: 458140100
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: INTC
ISIN: US4581401001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Patrick P. Gelsinger Mgmt For For
1b. Election of Director: James J. Goetz Mgmt For For
1c. Election of Director: Andrea J. Goldsmith Mgmt For For
1d. Election of Director: Alyssa H. Henry Mgmt For For
1e. Election of Director: Omar Ishrak Mgmt For For
1f. Election of Director: Risa Lavizzo-Mourey Mgmt For For
1g. Election of Director: Tsu-Jae King Liu Mgmt For For
1h. Election of Director: Barbara G. Novick Mgmt For For
1i. Election of Director: Gregory D. Smith Mgmt For For
1j. Election of Director: Lip-Bu Tan Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Ratification of selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for 2023.
3. Advisory vote to approve executive Mgmt For For
compensation of our named executive
officers.
4. Approval of amendment and restatement of Mgmt For For
the 2006 Equity Incentive Plan.
5. Advisory vote on the frequency of holding Mgmt 1 Year For
future advisory votes to approve executive
compensation of our named executive
officers.
6. Stockholder proposal requesting an Shr Against For
executive stock retention period policy and
reporting, if properly presented at the
meeting.
7. Stockholder proposal requesting commission Shr Against For
and publication of a third party review of
Intel's China business ESG congruence, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP. Agenda Number: 935775405
--------------------------------------------------------------------------------------------------------------------------
Security: 459200101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: IBM
ISIN: US4592001014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a Term of One Mgmt For For
Year: Thomas Buberl
1b. Election of Director for a Term of One Mgmt For For
Year: David N. Farr
1c. Election of Director for a Term of One Mgmt For For
Year: Alex Gorsky
1d. Election of Director for a Term of One Mgmt For For
Year: Michelle J. Howard
1e. Election of Director for a Term of One Mgmt For For
Year: Arvind Krishna
1f. Election of Director for a Term of One Mgmt For For
Year: Andrew N. Liveris
1g. Election of Director for a Term of One Mgmt For For
Year: F. William McNabb III
1h. Election of Director for a Term of One Mgmt For For
Year: Martha E. Pollack
1i. Election of Director for a Term of One Mgmt For For
Year: Joseph R. Swedish
1j. Election of Director for a Term of One Mgmt For For
Year: Peter R. Voser
1k. Election of Director for a Term of One Mgmt For For
Year: Frederick H. Waddell
1l. Election of Director for a Term of One Mgmt For For
Year: Alfred W. Zollar
2. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Advisory Vote Regarding the Frequency of Mgmt 1 Year For
the Advisory Vote on Executive
Compensation.
5. Stockholder Proposal to Have an Independent Shr Against For
Board Chairman.
6. Stockholder Proposal Requesting a Public Shr Against For
Report on Lobbying Activities.
7. Stockholder Proposal Requesting a Public Shr Against For
Report on Congruency in China Business
Operations and ESG Activities.
8. Stockholder Proposal Requesting a Public Shr Against For
Report on Harassment and Discrimination
Prevention Efforts.
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL FLAVORS & FRAGRANCES INC. Agenda Number: 935785470
--------------------------------------------------------------------------------------------------------------------------
Security: 459506101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: IFF
ISIN: US4595061015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Kathryn J. Boor
1b. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Barry A. Bruno
1c. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Frank K. Clyburn, Jr.
1d. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Mark J. Costa
1e. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Carol Anthony (John) Davidson
1f. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Roger W. Ferguson, Jr.
1g. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: John F. Ferraro
1h. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Christina Gold
1i. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Gary Hu
1j. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Kevin O'Byrne
1k. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Dawn C. Willoughby
2. Ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the 2023 fiscal year.
3. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers in 2022.
4. Vote, on an advisory basis, on the Mgmt 1 Year For
frequency of votes on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
INTUITIVE SURGICAL, INC. Agenda Number: 935779744
--------------------------------------------------------------------------------------------------------------------------
Security: 46120E602
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: ISRG
ISIN: US46120E6023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig H. Barratt, Mgmt For For
Ph.D.
1b. Election of Director: Joseph C. Beery Mgmt For For
1c. Election of Director: Gary S. Guthart, Mgmt For For
Ph.D.
1d. Election of Director: Amal M. Johnson Mgmt For For
1e. Election of Director: Don R. Kania, Ph.D. Mgmt For For
1f. Election of Director: Amy L. Ladd, M.D. Mgmt For For
1g. Election of Director: Keith R. Leonard, Jr. Mgmt For For
1h. Election of Director: Alan J. Levy, Ph.D. Mgmt For For
1i. Election of Director: Jami Dover Nachtsheim Mgmt For For
1j. Election of Director: Monica P. Reed, M.D. Mgmt For For
1k. Election of Director: Mark J. Rubash Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation of the Company's Named
Executive Officers
3. To approve, by advisory vote, the frequency Mgmt 1 Year For
of the advisory vote on the compensation of
the Company's Named Executive Officers.
4. The ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
5. The stockholder proposal regarding pay Shr Against For
equity disclosure.
--------------------------------------------------------------------------------------------------------------------------
IQVIA HOLDINGS INC. Agenda Number: 935769628
--------------------------------------------------------------------------------------------------------------------------
Security: 46266C105
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: IQV
ISIN: US46266C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carol J. Burt Mgmt For For
1b. Election of Director: Colleen A. Goggins Mgmt For For
1c. Election of Director: Sheila A. Stamps Mgmt For For
2. Approve an advisory (non-binding) Mgmt For For
resolution to approve IQVIA's executive
compensation (say-on-pay).
3. Approve a Company proposal to amend IQVIA's Mgmt For For
Certificate of Incorporation to adopt a
stockholders' right to request a special
stockholders' meeting.
4. If properly presented, a stockholder Shr Against For
proposal concerning special stockholder
meetings.
5. If properly presented, a stockholder Shr Against For
proposal for separate Chairman and Chief
Executive Officer roles.
6. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as IQVIA's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
JACK HENRY & ASSOCIATES, INC. Agenda Number: 935719863
--------------------------------------------------------------------------------------------------------------------------
Security: 426281101
Meeting Type: Annual
Meeting Date: 15-Nov-2022
Ticker: JKHY
ISIN: US4262811015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: D. Foss Mgmt For For
1.2 Election of Director: M. Flanigan Mgmt For For
1.3 Election of Director: T. Wilson Mgmt For For
1.4 Election of Director: J. Fiegel Mgmt For For
1.5 Election of Director: T. Wimsett Mgmt For For
1.6 Election of Director: L. Kelly Mgmt For For
1.7 Election of Director: S. Miyashiro Mgmt For For
1.8 Election of Director: W. Brown Mgmt For For
1.9 Election of Director: C. Campbell Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
3. To ratify the selection of the Company's Mgmt For For
independent registered public accounting
firm.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 935776813
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Darius Adamczyk Mgmt For For
1b. Election of Director: Mary C. Beckerle Mgmt For For
1c. Election of Director: D. Scott Davis Mgmt For For
1d. Election of Director: Jennifer A. Doudna Mgmt For For
1e. Election of Director: Joaquin Duato Mgmt For For
1f. Election of Director: Marillyn A. Hewson Mgmt For For
1g. Election of Director: Paula A. Johnson Mgmt For For
1h. Election of Director: Hubert Joly Mgmt For For
1I. Election of Director: Mark B. McClellan Mgmt For For
1j. Election of Director: Anne M. Mulcahy Mgmt For For
1k. Election of Director: Mark A. Weinberger Mgmt For For
1l. Election of Director: Nadja Y. West Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote on the Frequency of Voting to Mgmt 1 Year For
Approve Named Executive Officer
Compensation
4. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
5. Proposal Withdrawn (Federal Securities Laws Shr Against
Mandatory Arbitration Bylaw)
6. Vaccine Pricing Report Shr Against For
7. Executive Compensation Adjustment Policy Shr Against For
8. Impact of Extended Patent Exclusivities on Shr Against For
Product Access
--------------------------------------------------------------------------------------------------------------------------
JOHNSON CONTROLS INTERNATIONAL PLC Agenda Number: 935759590
--------------------------------------------------------------------------------------------------------------------------
Security: G51502105
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: JCI
ISIN: IE00BY7QL619
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Jean
Blackwell
1b. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Pierre
Cohade
1c. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Michael E.
Daniels
1d. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: W. Roy
Dunbar
1e. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Gretchen R.
Haggerty
1f. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Ayesha
Khanna
1g. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Simone
Menne
1h. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: George R.
Oliver
1i. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Jurgen
Tinggren
1j. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Mark
Vergnano
1k. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: John D.
Young
2.a To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent auditors of the Company.
2.b To authorize the Audit Committee of the Mgmt For For
Board of Directors to set the auditors'
remuneration.
3. To authorize the Company and/or any Mgmt For For
subsidiary of the Company to make market
purchases of Company shares.
4. To determine the price range at which the Mgmt For For
Company can re-allot shares that it holds
as treasury shares (Special Resolution).
5. To approve, in a non-binding advisory vote, Mgmt For For
the compensation of the named executive
officers.
6. To approve, in a non-binding advisory vote, Mgmt 1 Year For
the frequency of the non-binding advisory
vote on the compensation of the named
executive officers.
7. To approve the Directors' authority to Mgmt For For
allot shares up to approximately 20% of
issued share capital.
8. To approve the waiver of statutory Mgmt For For
preemption rights with respect to up to 5%
of the issued share capital (Special
Resolution).
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
KELLOGG COMPANY Agenda Number: 935773540
--------------------------------------------------------------------------------------------------------------------------
Security: 487836108
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: K
ISIN: US4878361082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director (term expires 2026): Mgmt For For
Stephanie Burns
1b. Election of Director (term expires 2026): Mgmt For For
Steve Cahillane
1c. Election of Director (term expires 2026): Mgmt For For
La June Montgomery Tabron
2. Advisory resolution to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Kellogg's
independent registered public accounting
firm for fiscal year 2023.
5. Shareowner proposal requesting a civil Shr Against For
rights, nondiscrimination and return to
merits audit, if properly presented at the
meeting.
6. Shareowner proposal requesting additional Shr Against For
reporting on pay equity disclosure, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
KIMBERLY-CLARK CORPORATION Agenda Number: 935770140
--------------------------------------------------------------------------------------------------------------------------
Security: 494368103
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: KMB
ISIN: US4943681035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Sylvia M. Burwell
1b. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: John W. Culver
1c. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Michael D. Hsu
1d. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Mae C. Jemison, M.D.
1e. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: S. Todd Maclin
1f. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Deirdre A. Mahlan
1g. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Sherilyn S. McCoy
1h. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Christa S. Quarles
1i. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Jaime A. Ramirez
1j. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Dunia A. Shive
1k. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Mark T. Smucker
1l. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Michael D. White
2. Ratification of Auditor. Mgmt For For
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation.
--------------------------------------------------------------------------------------------------------------------------
KINDER MORGAN, INC. Agenda Number: 935785759
--------------------------------------------------------------------------------------------------------------------------
Security: 49456B101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: KMI
ISIN: US49456B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one year term Mgmt For For
expiring in 2024: Richard D. Kinder
1b. Election of Director for a one year term Mgmt For For
expiring in 2024: Steven J. Kean
1c. Election of Director for a one year term Mgmt For For
expiring in 2024: Kimberly A. Dang
1d. Election of Director for a one year term Mgmt For For
expiring in 2024: Ted A. Gardner
1e. Election of Director for a one year term Mgmt For For
expiring in 2024: Anthony W. Hall, Jr.
1f. Election of Director for a one year term Mgmt For For
expiring in 2024: Gary L. Hultquist
1g. Election of Director for a one year term Mgmt For For
expiring in 2024: Ronald L. Kuehn, Jr.
1h. Election of Director for a one year term Mgmt For For
expiring in 2024: Deborah A. Macdonald
1i. Election of Director for a one year term Mgmt For For
expiring in 2024: Michael C. Morgan
1j. Election of Director for a one year term Mgmt For For
expiring in 2024: Arthur C. Reichstetter
1k. Election of Director for a one year term Mgmt For For
expiring in 2024: C. Park Shaper
1l. Election of Director for a one year term Mgmt For For
expiring in 2024: William A. Smith
1m. Election of Director for a one year term Mgmt For For
expiring in 2024: Joel V. Staff
1n. Election of Director for a one year term Mgmt For For
expiring in 2024: Robert F. Vagt
2. Approval of an Amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
limit the liability of certain officers of
the company as permitted by recent
amendments to the General Corporation Law
of the State of Delaware
3. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023
4. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers, as disclosed in the Proxy
Statement
--------------------------------------------------------------------------------------------------------------------------
L3HARRIS TECHNOLOGIES INC. Agenda Number: 935775532
--------------------------------------------------------------------------------------------------------------------------
Security: 502431109
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: LHX
ISIN: US5024311095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Sallie B. Bailey
1b. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Peter W. Chiarelli
1c. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Thomas A. Dattilo
1d. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Roger B. Fradin
1e. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Joanna L. Geraghty
1f. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Harry B. Harris,
Jr.
1g. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Lewis Hay III
1h. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christopher E.
Kubasik
1i. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Rita S. Lane
1j. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Robert B. Millard
1k. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Edward A. Rice,
Jr.
1l. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christina L.
Zamarro
2. Approval, in an Advisory Vote, of the Mgmt For For
Compensation of Named Executive Officers as
Disclosed in the Proxy Statement
3. Approval, in an Advisory Vote, of the Mgmt 1 Year For
Frequency of Future Shareholder Votes
Regarding the Compensation of Named
Executive Officers
4. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Independent Registered Public
Accounting Firm for Fiscal Year 2023
5. Shareholder Proposal titled "Transparency Shr Against For
in Regard to Lobbying"
--------------------------------------------------------------------------------------------------------------------------
LABORATORY CORP. OF AMERICA HOLDINGS Agenda Number: 935798972
--------------------------------------------------------------------------------------------------------------------------
Security: 50540R409
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: LH
ISIN: US50540R4092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kerrii B. Anderson Mgmt For For
1b. Election of Director: Jean-Luc Belingard Mgmt For For
1c. Election of Director: Jeffrey A. Davis Mgmt For For
1d. Election of Director: D. Gary Gilliland, Mgmt For For
M.D., Ph.D.
1e. Election of Director: Kirsten M. Kliphouse Mgmt For For
1f. Election of Director: Garheng Kong, M.D., Mgmt For For
Ph.D.
1g. Election of Director: Peter M. Neupert Mgmt For For
1h. Election of Director: Richelle P. Parham Mgmt For For
1i. Election of Director: Adam H. Schechter Mgmt For For
1j. Election of Director: Kathryn E. Wengel Mgmt For For
1k. Election of Director: R. Sanders Williams, Mgmt For For
M.D.
2. To approve, by non-binding vote, executive Mgmt For For
compensation.
3. To recommend by non-binding vote, the Mgmt 1 Year For
frequency of future non- binding votes on
executive compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
and Touche LLP as Laboratory Corporation of
America Holdings' independent registered
public accounting firm for the year ending
December 31, 2023.
5. Shareholder proposal relating to a policy Shr Against For
regarding separation of the roles of Board
Chairman and Chief Executive Officer.
6. Shareholder proposal regarding a Board Shr Against For
report on transport of nonhuman primates
within the U.S.
7. Shareholder proposal regarding a Board Shr Against For
report on known risks of fulfilling
information requests and mitigation
strategies.
--------------------------------------------------------------------------------------------------------------------------
LAM RESEARCH CORPORATION Agenda Number: 935711728
--------------------------------------------------------------------------------------------------------------------------
Security: 512807108
Meeting Type: Annual
Meeting Date: 08-Nov-2022
Ticker: LRCX
ISIN: US5128071082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sohail U. Ahmed Mgmt For For
1b. Election of Director: Timothy M. Archer Mgmt For For
1c. Election of Director: Eric K. Brandt Mgmt For For
1d. Election of Director: Michael R. Cannon Mgmt For For
1e. Election of Director: Bethany J. Mayer Mgmt For For
1f. Election of Director: Jyoti K. Mehra Mgmt For For
1g. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1h. Election of Director: Lih Shyng (Rick L.) Mgmt For For
Tsai
1i. Election of Director: Leslie F. Varon Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the named executive officers of Lam
Research, or "Say on Pay."
3. Ratification of the appointment of the Mgmt For For
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 935779655
--------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: LMT
ISIN: US5398301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel F. Akerson Mgmt For For
1b. Election of Director: David B. Burritt Mgmt For For
1c. Election of Director: Bruce A. Carlson Mgmt For For
1d. Election of Director: John M. Donovan Mgmt For For
1e. Election of Director: Joseph F. Dunford, Mgmt For For
Jr.
1f. Election of Director: James O. Ellis, Jr. Mgmt For For
1g. Election of Director: Thomas J. Falk Mgmt For For
1h. Election of Director: Ilene S. Gordon Mgmt For For
1i. Election of Director: Vicki A. Hollub Mgmt For For
1j. Election of Director: Jeh C. Johnson Mgmt For For
1k. Election of Director: Debra L. Reed-Klages Mgmt For For
1l. Election of Director: James D. Taiclet Mgmt For For
1m. Election of Director: Patricia E. Mgmt For For
Yarrington
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers
(Say-on-Pay).
3. Advisory Vote on the Frequency of Advisory Mgmt 1 Year For
Votes to Approve the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of Ernst & Mgmt For For
Young LLP as our Independent Auditors for
2023.
5. Stockholder Proposal Requiring Independent Shr Against For
Board Chairman.
6. Stockholder Proposal to Issue a Human Shr Against For
Rights Impact Assessment Report.
7. Stockholder Proposal to Issue a Report on Shr Against For
the Company's Intention to Reduce Full
Value Chain GHG Emissions.
--------------------------------------------------------------------------------------------------------------------------
LOWE'S COMPANIES, INC. Agenda Number: 935817190
--------------------------------------------------------------------------------------------------------------------------
Security: 548661107
Meeting Type: Annual
Meeting Date: 26-May-2023
Ticker: LOW
ISIN: US5486611073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Raul Alvarez Mgmt For For
David H. Batchelder Mgmt For For
Scott H. Baxter Mgmt For For
Sandra B. Cochran Mgmt For For
Laurie Z. Douglas Mgmt For For
Richard W. Dreiling Mgmt For For
Marvin R. Ellison Mgmt For For
Daniel J. Heinrich Mgmt For For
Brian C. Rogers Mgmt For For
Bertram L. Scott Mgmt For For
Colleen Taylor Mgmt For For
Mary Beth West Mgmt For For
2. Advisory vote to approve the Company's Mgmt For For
named executive officer compensation in
fiscal 2022.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the Company's
named executive officer compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal requesting an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
M&T BANK CORPORATION Agenda Number: 935775873
--------------------------------------------------------------------------------------------------------------------------
Security: 55261F104
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: MTB
ISIN: US55261F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: John P. Barnes
1b. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Robert T. Brady
1c. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Carlton J. Charles
1d. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Jane Chwick
1e. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: William F. Cruger, Jr.
1f. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: T. Jefferson Cunningham III
1g. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Gary N. Geisel
1h. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Leslie V. Godridge
1i. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Rene F. Jones
1j. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Richard H. Ledgett, Jr.
1k. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Melinda R. Rich
1l. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Robert E. Sadler, Jr.
1m. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Denis J. Salamone
1n. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: John R. Scannell
1o. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Rudina Seseri
1p. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Kirk W. Walters
1q. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Herbert L. Washington
2. TO APPROVE THE 2022 COMPENSATION OF M&T Mgmt For For
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
3. TO RECOMMEND THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON THE COMPENSATION OF M&T
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
4. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE M&T BANK CORPORATION 2019 EQUITY
INCENTIVE COMPENSATION PLAN.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF M&T BANK CORPORATION FOR THE YEAR
ENDING DECEMBER 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 935780999
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: J.
Michael Stice
1b. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: John P.
Surma
1c. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Susan
Tomasky
1d. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Toni
Townes-Whitley
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent auditor for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
company's named executive officer
compensation.
4. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
declassify the Board of Directors.
5. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
eliminate the supermajority provisions.
6. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
increase the maximum size of the Board of
Directors.
7. Shareholder proposal seeking a simple Shr Against For
majority vote.
8. Shareholder proposal seeking an amendment Shr Against For
to the company's existing clawback
provisions.
9. Shareholder proposal seeking a report on Shr Against For
just transition.
10. Shareholder proposal seeking an audited Shr Against For
report on asset retirement obligations.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 935801541
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony K. Anderson Mgmt For For
1b. Election of Director: John Q. Doyle Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Oscar Fanjul Mgmt For For
1e. Election of Director: H. Edward Hanway Mgmt For For
1f. Election of Director: Judith Hartmann Mgmt For For
1g. Election of Director: Deborah C. Hopkins Mgmt For For
1h. Election of Director: Tamara Ingram Mgmt For For
1i. Election of Director: Jane H. Lute Mgmt For For
1j. Election of Director: Steven A. Mills Mgmt For For
1k. Election of Director: Bruce P. Nolop Mgmt For For
1l. Election of Director: Morton O. Schapiro Mgmt For For
1m. Election of Director: Lloyd M. Yates Mgmt For For
1n. Election of Director: Ray G. Young Mgmt For For
2. Advisory (Nonbinding) Vote to Approve Named Mgmt For For
Executive Officer Compensation
3. Advisory (Nonbinding) Vote on the Frequency Mgmt 1 Year For
of Future Votes on Named Executive Officer
Compensation
4. Ratification of Selection of Independent Mgmt For For
Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
MASCO CORPORATION Agenda Number: 935811871
--------------------------------------------------------------------------------------------------------------------------
Security: 574599106
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: MAS
ISIN: US5745991068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Keith J. Allman Mgmt For For
1b. Election of Director: Aine L. Denari Mgmt For For
1c. Election of Director: Christopher A. Mgmt For For
O'Herlihy
1d. Election of Director: Charles K. Stevens, Mgmt For For
III
2. To approve, by non-binding advisory vote, Mgmt For For
the compensation paid to the Company's
named executive officers, as disclosed
pursuant to the compensation disclosure
rules of the SEC, including the
Compensation Discussion and Analysis, the
compensation tables and the related
materials disclosed in the Proxy Statement.
3. To recommend, by non-binding advisory vote, Mgmt 1 Year For
the frequency of the non-binding advisory
votes on the Company's executive
compensation.
4. To ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the Company for 2023.
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 935858437
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For
1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For
1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For
1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For
1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For
1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For
1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For
1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For
1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For
1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For
1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For
2. Advisory approval of Mastercard's executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Approval of Mastercard Incorporated Mgmt For For
Employee Stock Purchase Plan.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for Mastercard for 2023.
6. Consideration of a stockholder proposal Shr Against For
requesting a report on ensuring respect for
civil liberties.
7. Consideration of a stockholder proposal Shr Against For
requesting a report on Mastercard's stance
on new Merchant Category Code.
8. Consideration of a stockholder proposal Shr Against For
requesting lobbying disclosure.
9. Consideration of a stockholder proposal Shr Against For
requesting stockholders approve advance
notice bylaw amendments.
10. Consideration of a stockholder proposal Shr Against For
requesting a report on the cost-benefit
analysis of diversity and inclusion
efforts.
--------------------------------------------------------------------------------------------------------------------------
MATCH GROUP, INC. Agenda Number: 935858932
--------------------------------------------------------------------------------------------------------------------------
Security: 57667L107
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: MTCH
ISIN: US57667L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharmistha Dubey Mgmt For For
1b. Election of Director: Ann L. McDaniel Mgmt For For
1c. Election of Director: Thomas J. McInerney Mgmt For For
2. To approve a non-binding advisory Mgmt For For
resolution on executive compensation.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Match Group, Inc.'s
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 935819788
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Anthony Capuano
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Kareem Daniel
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Lloyd Dean
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Catherine Engelbert
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Margaret Georgiadis
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Enrique Hernandez, Jr.
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher
Kempczinski
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard Lenny
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: John Mulligan
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Jennifer Taubert
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Paul Walsh
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Amy Weaver
1m. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Miles White
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Advisory vote to ratify the appointment of Mgmt For For
Ernst & Young LLP as independent auditor
for 2023.
5. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (1 of 2).
6. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (2 of 2).
7. Advisory Vote on Annual Report on Shr Against For
"Communist China."
8. Advisory Vote on Civil Rights & Returns to Shr Against For
Merit Audit.
9. Advisory Vote on Annual Report on Lobbying Shr Against For
Activities.
10. Advisory Vote on Annual Report on Global Shr Against For
Political Influence.
11. Advisory Vote on Poultry Welfare Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
MCKESSON CORPORATION Agenda Number: 935672027
--------------------------------------------------------------------------------------------------------------------------
Security: 58155Q103
Meeting Type: Annual
Meeting Date: 22-Jul-2022
Ticker: MCK
ISIN: US58155Q1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Mgmt For For
Richard H. Carmona, M.D.
1b. Election of Director for a one-year term: Mgmt For For
Dominic J. Caruso
1c. Election of Director for a one-year term: Mgmt For For
W. Roy Dunbar
1d. Election of Director for a one-year term: Mgmt For For
James H. Hinton
1e. Election of Director for a one-year term: Mgmt For For
Donald R. Knauss
1f. Election of Director for a one-year term: Mgmt For For
Bradley E. Lerman
1g. Election of Director for a one-year term: Mgmt For For
Linda P. Mantia
1h. Election of Director for a one-year term: Mgmt For For
Maria Martinez
1i. Election of Director for a one-year term: Mgmt For For
Susan R. Salka
1j. Election of Director for a one-year term: Mgmt For For
Brian S. Tyler
1k. Election of Director for a one-year term: Mgmt For For
Kathleen Wilson-Thompson
2. Ratification of Appointment of Deloitte & Mgmt For For
Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory vote on executive compensation. Mgmt For For
4. Approval of our 2022 Stock Plan. Mgmt For For
5. Approval of Amendment to our 2000 Employee Mgmt For For
Stock Purchase Plan.
6. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
7. Shareholder Proposal on Transparency in Shr Against For
Rule 10b5-1 Trading Policy.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC PLC Agenda Number: 935723610
--------------------------------------------------------------------------------------------------------------------------
Security: G5960L103
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: MDT
ISIN: IE00BTN1Y115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Richard H.
Anderson
1b. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Craig
Arnold
1c. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Scott C.
Donnelly
1d. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Lidia L.
Fonseca
1e. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Andrea J.
Goldsmith, Ph.D.
1f. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Randall J.
Hogan, III
1g. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kevin E.
Lofton
1h. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Geoffrey
S. Martha
1i. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Elizabeth
G. Nabel, M.D.
1j. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Denise M.
O'Leary
1k. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kendall J.
Powell
2. Ratifying, in a non-binding vote, the Mgmt For For
appointment of PricewaterhouseCoopers LLP
as the Company's independent auditor for
fiscal year 2023 and authorizing, in a
binding vote, the Board of Directors,
acting through the Audit Committee, to set
the auditor's remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Renewing the Board of Directors' authority Mgmt For For
to issue shares under Irish law.
5. Renewing the Board of Directors' authority Mgmt For For
to opt out of pre-emption rights under
Irish law.
6. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Medtronic ordinary shares.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 935809080
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1b. Election of Director: Mary Ellen Coe Mgmt For For
1c. Election of Director: Pamela J. Craig Mgmt For For
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Thomas H. Glocer Mgmt For For
1f. Election of Director: Risa J. Mgmt For For
Lavizzo-Mourey, M.D.
1g. Election of Director: Stephen L. Mayo, Mgmt For For
Ph.D.
1h. Election of Director: Paul B. Rothman, M.D. Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Christine E. Seidman, Mgmt For For
M.D.
1k. Election of Director: Inge G. Thulin Mgmt For For
1l. Election of Director: Kathy J. Warden Mgmt For For
1m. Election of Director: Peter C. Wendell Mgmt For For
2. Non-binding advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
3. Non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future votes to approve the
compensation of our named executive
officers.
4. Ratification of the appointment of the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder proposal regarding business Shr Against For
operations in China.
6. Shareholder proposal regarding access to Shr Against For
COVID-19 products.
7. Shareholder proposal regarding indirect Shr Against For
political spending.
8. Shareholder proposal regarding patents and Shr Against For
access.
9. Shareholder proposal regarding a congruency Shr Against For
report of partnerships with globalist
organizations.
10. Shareholder proposal regarding an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
META PLATFORMS, INC. Agenda Number: 935830960
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: META
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt For For
Marc L. Andreessen Mgmt For For
Andrew W. Houston Mgmt For For
Nancy Killefer Mgmt For For
Robert M. Kimmitt Mgmt For For
Sheryl K. Sandberg Mgmt For For
Tracey T. Travis Mgmt For For
Tony Xu Mgmt For For
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Meta Platforms, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. A shareholder proposal regarding government Shr Against For
takedown requests.
4. A shareholder proposal regarding dual class Shr Against For
capital structure.
5. A shareholder proposal regarding human Shr Against For
rights impact assessment of targeted
advertising.
6. A shareholder proposal regarding report on Shr Against For
lobbying disclosures.
7. A shareholder proposal regarding report on Shr Against For
allegations of political entanglement and
content management biases in India.
8. A shareholder proposal regarding report on Shr Against For
framework to assess company lobbying
alignment with climate goals.
9. A shareholder proposal regarding report on Shr Against For
reproductive rights and data privacy.
10. A shareholder proposal regarding report on Shr Against For
enforcement of Community Standards and user
content.
11. A shareholder proposal regarding report on Shr Against For
child safety impacts and actual harm
reduction to children.
12. A shareholder proposal regarding report on Shr Against For
pay calibration to externalized costs.
13. A shareholder proposal regarding Shr Against For
performance review of the audit & risk
oversight committee.
--------------------------------------------------------------------------------------------------------------------------
METLIFE, INC. Agenda Number: 935858603
--------------------------------------------------------------------------------------------------------------------------
Security: 59156R108
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: MET
ISIN: US59156R1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cheryl W. Grise Mgmt For For
1b. Election of Director: Carlos M. Gutierrez Mgmt For For
1c. Election of Director: Carla A. Harris Mgmt For For
1d. Election of Director: Gerald L. Hassell Mgmt For For
1e. Election of Director: David L. Herzog Mgmt For For
1f. Election of Director: R. Glenn Hubbard, Mgmt For For
Ph.D.
1g. Election of Director: Jeh C. Johnson Mgmt For For
1h. Election of Director: Edward J. Kelly, III Mgmt For For
1i. Election of Director: William E. Kennard Mgmt For For
1j. Election of Director: Michel A. Khalaf Mgmt For For
1k. Election of Director: Catherine R. Kinney Mgmt For For
1l. Election of Director: Diana L. McKenzie Mgmt For For
1m. Election of Director: Denise M. Morrison Mgmt For For
1n. Election of Director: Mark A. Weinberger Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as MetLife, Inc.'s Independent
Auditor for 2023
3. Advisory (non-binding) vote to approve the Mgmt For For
compensation paid to MetLife, Inc.'s Named
Executive Officers
4. Advisory (non-binding) vote on the Mgmt 1 Year For
frequency of future advisory votes to
approve the compensation paid to MetLife,
Inc.'s Named Executive Officers
--------------------------------------------------------------------------------------------------------------------------
MGM RESORTS INTERNATIONAL Agenda Number: 935791788
--------------------------------------------------------------------------------------------------------------------------
Security: 552953101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: MGM
ISIN: US5529531015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Barry Diller Mgmt For For
1b. Election of Director: Alexis M. Herman Mgmt For For
1c. Election of Director: William J. Hornbuckle Mgmt For For
1d. Election of Director: Mary Chris Jammet Mgmt For For
1e. Election of Director: Joey Levin Mgmt For For
1f. Election of Director: Rose McKinney-James Mgmt For For
1g. Election of Director: Keith A. Meister Mgmt For For
1h. Election of Director: Paul Salem Mgmt For For
1i. Election of Director: Jan G. Swartz Mgmt For For
1j. Election of Director: Daniel J. Taylor Mgmt For For
1k. Election of Director: Ben Winston Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP, as the independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency with which the Company conducts
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MICRON TECHNOLOGY, INC. Agenda Number: 935742177
--------------------------------------------------------------------------------------------------------------------------
Security: 595112103
Meeting Type: Annual
Meeting Date: 12-Jan-2023
Ticker: MU
ISIN: US5951121038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Richard M. Beyer Mgmt For For
1b. ELECTION OF DIRECTOR: Lynn A. Dugle Mgmt For For
1c. ELECTION OF DIRECTOR: Steven J. Gomo Mgmt For For
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth Mgmt For For
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy Mgmt For For
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra Mgmt For For
1g. ELECTION OF DIRECTOR: Robert E. Switz Mgmt For For
1h. ELECTION OF DIRECTOR: MaryAnn Wright Mgmt For For
2. PROPOSAL BY THE COMPANY TO APPROVE A Mgmt For For
NON-BINDING RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS DESCRIBED IN THE PROXY
STATEMENT.
3. PROPOSAL BY THE COMPANY TO APPROVE OUR Mgmt For For
AMENDED AND RESTATED 2007 EQUITY INCENTIVE
PLAN TO INCREASE THE SHARES RESERVED FOR
ISSUANCE THERUNDER BY 50 MILLION AS
DESCRIBED IN THE PROXY STATEMENT.
4. PROPOSAL BY THE COMPANY TO RATIFY THE Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR THE
FISCAL YEAR ENDING AUGUST 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MID-AMERICA APARTMENT COMMUNITIES, INC. Agenda Number: 935797401
--------------------------------------------------------------------------------------------------------------------------
Security: 59522J103
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: MAA
ISIN: US59522J1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: H. Eric Bolton, Jr. Mgmt For For
1b. Election of Director: Deborah H. Caplan Mgmt For For
1c. Election of Director: John P. Case Mgmt For For
1d. Election of Director: Tamara Fischer Mgmt For For
1e. Election of Director: Alan B. Graf, Jr. Mgmt For For
1f. Election of Director: Toni Jennings Mgmt For For
1g. Election of Director: Edith Kelly-Green Mgmt For For
1h. Election of Director: James K. Lowder Mgmt For For
1i. Election of Director: Thomas H. Lowder Mgmt For For
1j. Election of Director: Claude B. Nielsen Mgmt For For
1k. Election of Director: W. Reid Sanders Mgmt For For
1l. Election of Director: Gary S. Shorb Mgmt For For
1m. Election of Director: David P. Stockert Mgmt For For
2. Advisory (non-binding) vote to approve the Mgmt For For
compensation of our named executive
officers as disclosed in the proxy
statement.
3. Advisory (non-binding) vote on the Mgmt 1 Year For
frequency of an advisory (non-binding) vote
to approve named executive officer
compensation.
4. Ratification of appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for fiscal year 2023.
5. Approval of the 2023 OMNIBUS Incentive Mgmt For For
Plan.
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 935809357
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lewis W.K. Booth Mgmt For For
1b. Election of Director: Charles E. Bunch Mgmt For For
1c. Election of Director: Ertharin Cousin Mgmt For For
1d. Election of Director: Jorge S. Mesquita Mgmt For For
1e. Election of Director: Anindita Mukherjee Mgmt For For
1f. Election of Director: Jane Hamilton Nielsen Mgmt For For
1g. Election of Director: Patrick T. Siewert Mgmt For For
1h. Election of Director: Michael A. Todman Mgmt For For
1i. Election of Director: Dirk Van de Put Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Votes to Approve Executive Compensation.
4. Ratification of the Selection of Mgmt For For
PricewaterhouseCoopers LLP as Independent
Registered Public Accountants for Fiscal
Year Ending December 31, 2023.
5. Require Independent Chair of the Board. Shr Against For
6. Publish Annual Benchmarks for Achieving Shr Against For
Company's 2025 Cage-Free Egg Goal.
7. Adopt Public Targets to Eradicate Child Shr Against For
Labor in Cocoa Supply Chain
--------------------------------------------------------------------------------------------------------------------------
MONOLITHIC POWER SYSTEMS, INC. Agenda Number: 935853069
--------------------------------------------------------------------------------------------------------------------------
Security: 609839105
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: MPWR
ISIN: US6098391054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Victor K. Lee Mgmt For For
1.2 Election of Director: James C. Moyer Mgmt Withheld Against
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. Approve, on an advisory basis, the 2022 Mgmt For For
executive compensation.
4. Recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
executive compensation.
5. Approve the amendment and restatement of Mgmt For For
the Monolithic Power Systems, Inc. 2004
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 935852485
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: MNST
ISIN: US61174X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rodney C. Sacks Mgmt For For
Hilton H. Schlosberg Mgmt For For
Mark J. Hall Mgmt For For
Ana Demel Mgmt For For
James L. Dinkins Mgmt For For
Gary P. Fayard Mgmt For For
Tiffany M. Hall Mgmt For For
Jeanne P. Jackson Mgmt For For
Steven G. Pizula Mgmt For For
Mark S. Vidergauz Mgmt For For
2. Proposal to ratify the appointment of Ernst Mgmt For For
& Young LLP as the independent registered
public accounting firm of the Company for
the fiscal year ending December 31, 2023.
3. Proposal to approve, on a non-binding, Mgmt For For
advisory basis, the compensation of the
Company's named executive officers.
4. Proposal to approve, on a non-binding, Mgmt 1 Year For
advisory basis, the frequency with which
stockholders will approve the compensation
of the Company's named executive officers.
5. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to increase the number
of authorized shares of common stock, par
value $0.005 per share, from 1,250,000,000
shares to 5,000,000,000 shares.
6. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to reflect new
Delaware law provisions regarding officer
exculpation.
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
NETAPP, INC. Agenda Number: 935692118
--------------------------------------------------------------------------------------------------------------------------
Security: 64110D104
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NTAP
ISIN: US64110D1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: T. Michael Nevens Mgmt For For
1b. Election of Director: Deepak Ahuja Mgmt For For
1c. Election of Director: Gerald Held Mgmt For For
1d. Election of Director: Kathryn M. Hill Mgmt For For
1e. Election of Director: Deborah L. Kerr Mgmt For For
1f. Election of Director: George Kurian Mgmt For For
1g. Election of Director: Carrie Palin Mgmt For For
1h. Election of Director: Scott F. Schenkel Mgmt For For
1i. Election of Director: George T. Shaheen Mgmt For For
2. To hold an advisory vote to approve Named Mgmt For For
Executive Officer compensation.
3. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as NetApp's independent
registered public accounting firm for the
fiscal year ending April 28, 2023.
4. To approve a stockholder proposal regarding Shr Against For
Special Shareholder Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 935831126
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Mathias Dopfner
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Reed Hastings
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Jay Hoag
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Ted Sarandos
2. Ratification of appointment of independent Mgmt For For
registered public accounting firm.
3. Advisory approval of named executive Mgmt For For
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal entitled, "Proposal 5 Shr Against For
- Reform the Current Impossible Special
Shareholder Meeting Requirements," if
properly presented at the meeting.
6. Stockholder proposal entitled, Shr Against For
"Netflix-Exclusive Board of Directors," if
properly presented at the meeting.
7. Stockholder proposal requesting a report on Shr Against For
the Company's 401(K) Plan, if properly
presented at the meeting.
8. Stockholder proposal entitled, "Policy on Shr Against For
Freedom of Association," if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NEXTERA ENERGY, INC. Agenda Number: 935808696
--------------------------------------------------------------------------------------------------------------------------
Security: 65339F101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: NEE
ISIN: US65339F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicole S. Arnaboldi Mgmt For For
1b. Election of Director: Sherry S. Barrat Mgmt For For
1c. Election of Director: James L. Camaren Mgmt For For
1d. Election of Director: Kenneth B. Dunn Mgmt For For
1e. Election of Director: Naren K. Gursahaney Mgmt For For
1f. Election of Director: Kirk S. Hachigian Mgmt For For
1g. Election of Director: John W. Ketchum Mgmt For For
1h. Election of Director: Amy B. Lane Mgmt For For
1i. Election of Director: David L. Porges Mgmt For For
1j. Election of Director: Deborah "Dev" Mgmt For For
Stahlkopf
1k. Election of Director: John A. Stall Mgmt For For
1l. Election of Director: Darryl L. Wilson Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as NextEra Energy's independent
registered public accounting firm for 2023
3. Approval, by non-binding advisory vote, of Mgmt For For
NextEra Energy's compensation of its named
executive officers as disclosed in the
proxy statement
4. Non-Binding advisory vote on whether Mgmt 1 Year For
NextEra Energy should hold a non-binding
shareholder advisory vote to approve
NextEra Energy's compensation of its named
executive officers every 1, 2 or 3 years
5. A proposal entitled "Board Skills Shr Against For
Disclosure" requesting a chart of
individual board skills
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NISOURCE INC. Agenda Number: 935817291
--------------------------------------------------------------------------------------------------------------------------
Security: 65473P105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: NI
ISIN: US65473P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Peter A. Altabef
1b. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Sondra L. Barbour
1c. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Theodore H. Bunting, Jr.
1d. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting: Eric
L. Butler
1e. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Aristides S. Candris
1f. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Deborah A. Henretta
1g. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Deborah A. P. Hersman
1h. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Michael E. Jesanis
1i. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
William D. Johnson
1j. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Kevin T. Kabat
1k. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Cassandra S. Lee
1l. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Lloyd M. Yates
2. To approve named executive officer Mgmt For For
compensation on an advisory basis.
3. To approve the frequency of future advisory Mgmt 1 Year For
votes on named executive officer
compensation on an advisory basis.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023.
5. To approve an Amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
increase the number of authorized shares of
common stock.
6. Stockholder proposal requesting the Shr Against For
adoption of a policy requiring the
separation of the roles of Chairman of the
Board and Chief Executive Officer.
--------------------------------------------------------------------------------------------------------------------------
NORFOLK SOUTHERN CORPORATION Agenda Number: 935801729
--------------------------------------------------------------------------------------------------------------------------
Security: 655844108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: NSC
ISIN: US6558441084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas D. Bell, Jr. Mgmt For For
1b. Election of Director: Mitchell E. Daniels, Mgmt For For
Jr.
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: John C. Huffard, Jr. Mgmt For For
1e. Election of Director: Christopher T. Jones Mgmt For For
1f. Election of Director: Thomas C. Kelleher Mgmt For For
1g. Election of Director: Steven F. Leer Mgmt For For
1h. Election of Director: Michael D. Lockhart Mgmt For For
1i. Election of Director: Amy E. Miles Mgmt For For
1j. Election of Director: Claude Mongeau Mgmt For For
1k. Election of Director: Jennifer F. Scanlon Mgmt For For
1l. Election of Director: Alan H. Shaw Mgmt For For
1m. Election of Director: John R. Thompson Mgmt For For
2. Ratification of the appointment of KPMG Mgmt For For
LLP, independent registered public
accounting firm, as Norfolk Southern's
independent auditors for the year ending
December 31, 2023.
3. Approval of the advisory resolution on Mgmt For For
executive compensation, as disclosed in the
proxy statement for the 2023 Annual Meeting
of Shareholders.
4. Frequency of advisory resolution on Mgmt 1 Year For
executive compensation.
5. A shareholder proposal regarding street Shr Against For
name and non-street name shareholders'
rights to call a special meeting.
--------------------------------------------------------------------------------------------------------------------------
NORTHERN TRUST CORPORATION Agenda Number: 935775683
--------------------------------------------------------------------------------------------------------------------------
Security: 665859104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: NTRS
ISIN: US6658591044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda Walker Bynoe Mgmt For For
1b. Election of Director: Susan Crown Mgmt For For
1c. Election of Director: Dean M. Harrison Mgmt For For
1d. Election of Director: Jay L. Henderson Mgmt For For
1e. Election of Director: Marcy S. Klevorn Mgmt For For
1f. Election of Director: Siddharth N. (Bobby) Mgmt For For
Mehta
1g. Election of Director: Michael G. O'Grady Mgmt For For
1h. Election of Director: Jose Luis Prado Mgmt For For
1i. Election of Director: Martin P. Slark Mgmt For For
1j. Election of Director: David H. B. Smith, Mgmt For For
Jr.
1k. Election of Director: Donald Thompson Mgmt For For
1l. Election of Director: Charles A. Tribbett Mgmt For For
III
2. Approval, by an advisory vote, of the 2022 Mgmt For For
compensation of the Corporation's named
executive officers.
3. Recommendation, by an advisory vote, on the Mgmt 1 Year For
frequency with which the Corporation should
hold advisory votes on executive
compensation.
4. Ratification of the appointment of KPMG LLP Mgmt For For
as the Corporation's independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
NORTHROP GRUMMAN CORPORATION Agenda Number: 935809763
--------------------------------------------------------------------------------------------------------------------------
Security: 666807102
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: NOC
ISIN: US6668071029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kathy J. Warden Mgmt For For
1b. Election of Director: David P. Abney Mgmt For For
1c. Election of Director: Marianne C. Brown Mgmt For For
1d. Election of Director: Ann M. Fudge Mgmt For For
1e. Election of Director: Madeleine A. Kleiner Mgmt For For
1f. Election of Director: Arvind Krishna Mgmt For For
1g. Election of Director: Graham N. Robinson Mgmt For For
1h. Election of Director: Kimberly A. Ross Mgmt For For
1i. Election of Director: Gary Roughead Mgmt For For
1j. Election of Director: Thomas M. Schoewe Mgmt For For
1k. Election of Director: James S. Turley Mgmt For For
1l. Election of Director: Mark A. Welsh III Mgmt For For
1m. Election of Director: Mary A. Winston Mgmt For For
2. Proposal to approve, on an advisory basis, Mgmt For For
the compensation of the Company's Named
Executive Officers.
3. Proposal to vote on the preferred frequency Mgmt 1 Year For
of future advisory votes on the
compensation of the Company's Named
Executive Officers.
4. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as the Company's
Independent Auditor for fiscal year ending
December 31, 2023.
5. Proposal to amend the Company's Amended and Mgmt For For
Restated Certificate of Incorporation to
reduce the threshold to call a special
meeting of shareholders.
6. Shareholder proposal to annually conduct an Shr Against For
evaluation and issue a report describing
the alignment of the Company's political
activities with its human rights policy
7. Shareholder proposal to provide for an Shr Against For
independent Board chair.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
NXP SEMICONDUCTORS N.V. Agenda Number: 935858475
--------------------------------------------------------------------------------------------------------------------------
Security: N6596X109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: NXPI
ISIN: NL0009538784
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the 2022 Statutory Annual Mgmt For For
Accounts
2. Discharge the members of the Company's Mgmt For For
Board of Directors (the "Board") for their
responsibilities in the financial year
ended December 31, 2022
3a. Re-appoint Kurt Sievers as executive Mgmt For For
director
3b. Re-appoint Annette Clayton as non-executive Mgmt For For
director
3c. Re-appoint Anthony Foxx as non-executive Mgmt For For
director
3d. Re-appoint Chunyuan Gu as non-executive Mgmt For For
director
3e. Re-appoint Lena Olving as non-executive Mgmt For For
director
3f. Re-appoint Julie Southern as non-executive Mgmt For For
director
3g. Re-appoint Jasmin Staiblin as non-executive Mgmt For For
director
3h. Re-appoint Gregory Summe as non-executive Mgmt For For
director
3i. Re-appoint Karl-Henrik Sundstrom as Mgmt For For
non-executive director
3j. Appoint Moshe Gavrielov as non-executive Mgmt For For
director
4. Authorization of the Board to issue Mgmt For For
ordinary shares of the Company ("ordinary
shares") and grant rights to acquire
ordinary shares
5. Authorization of the Board to restrict or Mgmt For For
exclude preemption rights accruing in
connection with an issue of shares or grant
of rights
6. Authorization of the Board to repurchase Mgmt For For
ordinary shares
7. Authorization of the Board to cancel Mgmt For For
ordinary shares held or to be acquired by
the Company
8. Re-appointment of Ernst & Young Accountants Mgmt For For
LLP as our independent auditors for the
fiscal year ending December 31, 2023
9. Non-binding, advisory vote to approve Named Mgmt For For
Executive Officer compensation
--------------------------------------------------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC. Agenda Number: 935808494
--------------------------------------------------------------------------------------------------------------------------
Security: 67103H107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ORLY
ISIN: US67103H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David O'Reilly Mgmt For For
1b. Election of Director: Larry O'Reilly Mgmt For For
1c. Election of Director: Greg Henslee Mgmt For For
1d. Election of Director: Jay D. Burchfield Mgmt For For
1e. Election of Director: Thomas T. Hendrickson Mgmt For For
1f. Election of Director: John R. Murphy Mgmt For For
1g. Election of Director: Dana M. Perlman Mgmt For For
1h. Election of Director: Maria A. Sastre Mgmt For For
1i. Election of Director: Andrea M. Weiss Mgmt For For
1j. Election of Director: Fred Whitfield Mgmt Against Against
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
say on pay votes.
4. Ratification of appointment of Ernst & Mgmt For For
Young LLP as independent auditors for the
fiscal year ending December 31, 2023.
5. Shareholder proposal entitled "Independent Shr Against For
Board Chairman."
--------------------------------------------------------------------------------------------------------------------------
OCCIDENTAL PETROLEUM CORPORATION Agenda Number: 935786713
--------------------------------------------------------------------------------------------------------------------------
Security: 674599105
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: OXY
ISIN: US6745991058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vicky A. Bailey Mgmt For For
1b. Election of Director: Andrew Gould Mgmt For For
1c. Election of Director: Carlos M. Gutierrez Mgmt For For
1d. Election of Director: Vicki Hollub Mgmt For For
1e. Election of Director: William R. Klesse Mgmt For For
1f. Election of Director: Jack B. Moore Mgmt For For
1g. Election of Director: Claire O'Neill Mgmt For For
1h. Election of Director: Avedick B. Poladian Mgmt For For
1i. Election of Director: Ken Robinson Mgmt For For
1j. Election of Director: Robert M. Shearer Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Named Executive
Officer Compensation.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Selection of KPMG as Mgmt For For
Occidental's Independent Auditor.
5. Shareholder Proposal Requesting an Shr Against For
Independent Board Chairman Policy.
--------------------------------------------------------------------------------------------------------------------------
ON SEMICONDUCTOR CORPORATION Agenda Number: 935803468
--------------------------------------------------------------------------------------------------------------------------
Security: 682189105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ON
ISIN: US6821891057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Atsushi Abe Mgmt For For
1b. Election of Director: Alan Campbell Mgmt For For
1c. Election of Director: Susan K. Carter Mgmt For For
1d. Election of Director: Thomas L. Deitrich Mgmt For For
1e. Election of Director: Hassane El-Khoury Mgmt For For
1f. Election of Director: Bruce E. Kiddoo Mgmt For For
1g. Election of Director: Paul A. Mascarenas Mgmt For For
1h. Election of Director: Gregory Waters Mgmt For For
1i. Election of Director: Christine Y. Yan Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers
(Say-on-Pay).
3. Advisory vote to approve the frequency of Mgmt 1 Year For
future Say-on-Pay votes.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered accounting firm for
the year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ONEOK, INC. Agenda Number: 935817037
--------------------------------------------------------------------------------------------------------------------------
Security: 682680103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: OKE
ISIN: US6826801036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brian L. Derksen Mgmt For For
1b. Election of Director: Julie H. Edwards Mgmt For For
1c. Election of Director: Mark W. Helderman Mgmt For For
1d. Election of Director: Randall J. Larson Mgmt For For
1e. Election of Director: Steven J. Malcolm Mgmt For For
1f. Election of Director: Jim W. Mogg Mgmt For For
1g. Election of Director: Pattye L. Moore Mgmt For For
1h. Election of Director: Pierce H. Norton II Mgmt For For
1i. Election of Director: Eduardo A. Rodriguez Mgmt For For
1j. Election of Director: Gerald B. Smith Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm of ONEOK, Inc. for the year ending
December 31, 2023.
3. Amendment and restatement of the ONEOK, Mgmt For For
Inc. Employee Stock Purchase Plan to
increase the total number of shares under
the Plan.
4. An advisory vote to approve ONEOK, Inc.'s Mgmt For For
executive compensation.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding the shareholder advisory vote on
ONEOK's executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION Agenda Number: 935715182
--------------------------------------------------------------------------------------------------------------------------
Security: 68389X105
Meeting Type: Annual
Meeting Date: 16-Nov-2022
Ticker: ORCL
ISIN: US68389X1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Awo Ablo Mgmt For For
Jeffrey S. Berg Mgmt For For
Michael J. Boskin Mgmt For For
Safra A. Catz Mgmt For For
Bruce R. Chizen Mgmt For For
George H. Conrades Mgmt For For
Lawrence J. Ellison Mgmt For For
Rona A. Fairhead Mgmt For For
Jeffrey O. Henley Mgmt For For
Renee J. James Mgmt For For
Charles W. Moorman Mgmt For For
Leon E. Panetta Mgmt For For
William G. Parrett Mgmt For For
Naomi O. Seligman Mgmt For For
Vishal Sikka Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Ratification of the Selection of our Mgmt For For
Independent Registered Public Accounting
Firm.
--------------------------------------------------------------------------------------------------------------------------
ORGANON & CO. Agenda Number: 935839588
--------------------------------------------------------------------------------------------------------------------------
Security: 68622V106
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: OGN
ISIN: US68622V1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Carrie S. Mgmt For For
Cox
1b. Election of Class II Director: Alan Mgmt For For
Ezekowitz, M.D.
1c. Election of Class II Director: Helene Mgmt For For
Gayle, M.D.
1d. Election of Class II Director: Deborah Mgmt For For
Leone
2. Approve, on a non-binding advisory basis, Mgmt For For
the compensation of Organon's Named
Executive Officers.
3. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Organon's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
OTIS WORLDWIDE CORPORATION Agenda Number: 935801173
--------------------------------------------------------------------------------------------------------------------------
Security: 68902V107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: OTIS
ISIN: US68902V1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey H. Black Mgmt For For
1b. Election of Director: Nelda J. Connors Mgmt For For
1c. Election of Director: Kathy Hopinkah Hannan Mgmt For For
1d. Election of Director: Shailesh G. Jejurikar Mgmt For For
1e. Election of Director: Christopher J. Mgmt For For
Kearney
1f. Election of Director: Judith F. Marks Mgmt For For
1g. Election of Director: Harold W. McGraw III Mgmt For For
1h. Election of Director: Margaret M. V. Mgmt For For
Preston
1i. Election of Director: Shelley Stewart, Jr. Mgmt For For
1j. Election of Director: John H. Walker Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
4. Shareholder proposal for an Independent Shr Against For
Board Chairman, if properly presented
--------------------------------------------------------------------------------------------------------------------------
PACCAR INC Agenda Number: 935776849
--------------------------------------------------------------------------------------------------------------------------
Security: 693718108
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: PCAR
ISIN: US6937181088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for one-year Mgmt For For
term: Mark C. Pigott
1b. Election of Director to serve for one-year Mgmt For For
term: Dame Alison J. Carnwath
1c. Election of Director to serve for one-year Mgmt For For
term: Franklin L. Feder
1d. Election of Director to serve for one-year Mgmt For For
term: R. Preston Feight
1e. Election of Director to serve for one-year Mgmt For For
term: Kirk S. Hachigian
1f. Election of Director to serve for one-year Mgmt For For
term: Barbara B. Hulit
1g. Election of Director to serve for one-year Mgmt For For
term: Roderick C. McGeary
1h Election of Director to serve for one-year Mgmt For For
term: Cynthia A. Niekamp
1i. Election of Director to serve for one-year Mgmt For For
term: John M. Pigott
1j. Election of Director to serve for one-year Mgmt For For
term: Ganesh Ramaswamy
1k. Election of Director to serve for one-year Mgmt For For
term: Mark A. Schulz
1l. Election of Director to serve for one-year Mgmt For For
term: Gregory M. E. Spierkel
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of executive Mgmt 3 Years For
compensation votes
4. Advisory vote on the ratification of Mgmt For For
independent auditors
5. Stockholder proposal regarding ratification Shr For Against
of executive termination pay
6. Stockholder proposal regarding a report on Shr Against For
climate-related policy engagement
--------------------------------------------------------------------------------------------------------------------------
PARAMOUNT GLOBAL Agenda Number: 935791372
--------------------------------------------------------------------------------------------------------------------------
Security: 92556H206
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: PARA
ISIN: US92556H2067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Non-Voting agenda Mgmt Abstain
--------------------------------------------------------------------------------------------------------------------------
PAYCHEX, INC. Agenda Number: 935704812
--------------------------------------------------------------------------------------------------------------------------
Security: 704326107
Meeting Type: Annual
Meeting Date: 13-Oct-2022
Ticker: PAYX
ISIN: US7043261079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Martin Mucci Mgmt For For
1b. Election of Director: Thomas F. Bonadio Mgmt For For
1c. Election of Director: Joseph G. Doody Mgmt For For
1d. Election of Director: David J.S. Flaschen Mgmt For For
1e. Election of Director: B. Thomas Golisano Mgmt For For
1f. Election of Director: Pamela A. Joseph Mgmt For For
1g. Election of Director: Kevin A. Price Mgmt For For
1h. Election of Director: Joseph M. Tucci Mgmt For For
1i. Election of Director: Joseph M. Velli Mgmt For For
1j. Election of Director: Kara Wilson Mgmt For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
3. RATIFICATION OF SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
--------------------------------------------------------------------------------------------------------------------------
PAYCOM SOFTWARE, INC. Agenda Number: 935812227
--------------------------------------------------------------------------------------------------------------------------
Security: 70432V102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: PAYC
ISIN: US70432V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class I director: Sharen J. Mgmt For For
Turney
1.2 Election of Class I director: J.C. Watts, Mgmt For For
Jr.
2. Ratification of the appointment of Grant Mgmt For For
Thornton LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
4. Approval of the Paycom Software, Inc. 2023 Mgmt For For
Long-Term Incentive Plan.
5. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company.
6. Stockholder proposal to adopt a majority Shr Against For
vote standard in uncontested director
elections, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 935821036
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rodney C. Adkins Mgmt For For
1b. Election of Director: Jonathan Christodoro Mgmt For For
1c. Election of Director: John J. Donahoe Mgmt For For
1d. Election of Director: David W. Dorman Mgmt For For
1e. Election of Director: Belinda J. Johnson Mgmt For For
1f. Election of Director: Enrique Lores Mgmt For For
1g. Election of Director: Gail J. McGovern Mgmt For For
1h. Election of Director: Deborah M. Messemer Mgmt For For
1i. Election of Director: David M. Moffett Mgmt For For
1j. Election of Director: Ann M. Sarnoff Mgmt For For
1k. Election of Director: Daniel H. Schulman Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Approval of the PayPal Holdings, Inc. 2015 Mgmt For For
Equity Incentive Award Plan, as Amended and
Restated.
4. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our
Independent Auditor for 2023.
5. Stockholder Proposal - Provision of Shr Against For
Services in Conflict Zones.
6. Stockholder Proposal - Reproductive Rights Shr Against For
and Data Privacy.
7. Stockholder Proposal - PayPal Transparency Shr Against For
Reports.
8. Stockholder Proposal - Report on Ensuring Shr Against For
Respect for Civil Liberties.
9. Stockholder Proposal - Adopt Majority Vote Shr Against For
Standard for Director Elections.
--------------------------------------------------------------------------------------------------------------------------
PENTAIR PLC Agenda Number: 935791601
--------------------------------------------------------------------------------------------------------------------------
Security: G7S00T104
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: PNR
ISIN: IE00BLS09M33
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Re-election of director: Mona Abutaleb Mgmt For For
Stephenson
1b. Re-election of director: Melissa Barra Mgmt For For
1c. Re-election of director: T. Michael Glenn Mgmt For For
1d. Re-election of director: Theodore L. Harris Mgmt For For
1e. Re-election of director: David A. Jones Mgmt For For
1f. Re-election of director: Gregory E. Knight Mgmt For For
1g. Re-election of director: Michael T. Mgmt For For
Speetzen
1h. Re-election of director: John L. Stauch Mgmt For For
1i. Re-election of director: Billie I. Mgmt For For
Williamson
2. To approve, by nonbinding, advisory vote, Mgmt For For
the compensation of the named executive
officers.
3. To approve, by nonbinding, advisory vote, Mgmt 1 Year For
the frequency of future advisory votes on
the compensation of the named executive
officers.
4. To ratify, by nonbinding, advisory vote, Mgmt For For
the appointment of Deloitte & Touche LLP as
the independent auditor of Pentair plc and
to authorize, by binding vote, the Audit
and Finance Committee of the Board of
Directors to set the auditor's
remuneration.
5. To authorize the Board of Directors to Mgmt For For
allot new shares under Irish law.
6. To authorize the Board of Directors to Mgmt For For
opt-out of statutory preemption rights
under Irish law (Special Resolution).
7. To authorize the price range at which Mgmt For For
Pentair plc can re-allot shares it holds as
treasury shares under Irish law (Special
Resolution).
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 935784795
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Segun Agbaje Mgmt For For
1b. Election of Director: Jennifer Bailey Mgmt For For
1c. Election of Director: Cesar Conde Mgmt For For
1d. Election of Director: Ian Cook Mgmt For For
1e. Election of Director: Edith W. Cooper Mgmt For For
1f. Election of Director: Susan M. Diamond Mgmt For For
1g. Election of Director: Dina Dublon Mgmt For For
1h. Election of Director: Michelle Gass Mgmt For For
1i. Election of Director: Ramon L. Laguarta Mgmt For For
1j. Election of Director: Dave J. Lewis Mgmt For For
1k. Election of Director: David C. Page Mgmt For For
1l. Election of Director: Robert C. Pohlad Mgmt For For
1m. Election of Director: Daniel Vasella Mgmt For For
1n. Election of Director: Darren Walker Mgmt For For
1o. Election of Director: Alberto Weisser Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for fiscal year
2023.
3. Advisory approval of the Company's Mgmt For For
executive compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
5. Shareholder Proposal - Independent Board Shr Against For
Chair.
6. Shareholder Proposal - Global Transparency Shr Against For
Report.
7. Shareholder Proposal - Report on Impacts of Shr Against For
Reproductive Healthcare Legislation
8. Shareholder Proposal - Congruency Report on Shr Against For
Net-Zero Emissions Policies.
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 935778451
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: PFE
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald E. Blaylock Mgmt For For
1b. Election of Director: Albert Bourla Mgmt For For
1c. Election of Director: Susan Mgmt For For
Desmond-Hellmann
1d. Election of Director: Joseph J. Echevarria Mgmt For For
1e. Election of Director: Scott Gottlieb Mgmt For For
1f. Election of Director: Helen H. Hobbs Mgmt For For
1g. Election of Director: Susan Hockfield Mgmt For For
1h. Election of Director: Dan R. Littman Mgmt For For
1i. Election of Director: Shantanu Narayen Mgmt For For
1j. Election of Director: Suzanne Nora Johnson Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: James C. Smith Mgmt For For
2. Ratify the selection of KPMG LLP as Mgmt For For
independent registered public accounting
firm for 2023
3. 2023 advisory approval of executive Mgmt For For
compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
5. Shareholder proposal regarding ratification Shr For Against
of termination pay
6. Shareholder proposal regarding independent Shr Against For
board chairman policy
7. Shareholder proposal regarding transfer of Shr Against For
intellectual property to potential COVID-19
manufacturers feasibility report
8. Shareholder proposal regarding impact of Shr Against For
extended patent exclusivities on product
access report
9. Shareholder proposal regarding political Shr Against For
contributions congruency report
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 935785040
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PM
ISIN: US7181721090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brant Bonin Bough Mgmt For For
1b. Election of Director: Andre Calantzopoulos Mgmt For For
1c. Election of Director: Michel Combes Mgmt For For
1d. Election of Director: Juan Jose Daboub Mgmt For For
1e. Election of Director: Werner Geissler Mgmt For For
1f. Election of Director: Lisa A. Hook Mgmt For For
1g. Election of Director: Jun Makihara Mgmt For For
1h. Election of Director: Kalpana Morparia Mgmt For For
1i. Election of Director: Jacek Olczak Mgmt For For
1j. Election of Director: Robert B. Polet Mgmt For For
1k. Election of Director: Dessislava Temperley Mgmt For For
1l. Election of Director: Shlomo Yanai Mgmt For For
2. Advisory Vote Approving Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes, with the Board of
Directors Recommending a Say-On-Pay Vote
4. Ratification of the Selection of Mgmt For For
Independent Auditors
5. Shareholder Proposal to make nicotine level Shr Against For
information available to customers and
begin reducing nicotine levels
--------------------------------------------------------------------------------------------------------------------------
PHILLIPS 66 Agenda Number: 935793718
--------------------------------------------------------------------------------------------------------------------------
Security: 718546104
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: PSX
ISIN: US7185461040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting:
Gregory J. Hayes
1b. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting:
Charles M. Holley
1c. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting:
Denise R. Singleton
1d. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting: Glenn
F. Tilton
1e. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting: Marna
C. Whittington
2. Management Proposal to Approve the Mgmt For For
Declassification of the Board of Directors.
3. Advisory vote to approve our executive Mgmt For For
compensation.
4. Ratification of the Appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm.
5. Shareholder proposal requesting audited Shr Against For
report on the impact to chemicals business
under the System Change Scenario.
--------------------------------------------------------------------------------------------------------------------------
PIONEER NATURAL RESOURCES COMPANY Agenda Number: 935817241
--------------------------------------------------------------------------------------------------------------------------
Security: 723787107
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: PXD
ISIN: US7237871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: A.R. Alameddine Mgmt For For
1b. ELECTION OF DIRECTOR: Lori G. Billingsley Mgmt For For
1c. ELECTION OF DIRECTOR: Edison C. Buchanan Mgmt For For
1d. ELECTION OF DIRECTOR: Richard P. Dealy Mgmt For For
1e. ELECTION OF DIRECTOR: Maria S. Dreyfus Mgmt For For
1f. ELECTION OF DIRECTOR: Matthew M. Gallagher Mgmt For For
1g. ELECTION OF DIRECTOR: Phillip A. Gobe Mgmt For For
1h. ELECTION OF DIRECTOR: Stacy P. Methvin Mgmt For For
1i. ELECTION OF DIRECTOR: Royce W. Mitchell Mgmt For For
1j. ELECTION OF DIRECTOR: Scott D. Sheffield Mgmt For For
1k. ELECTION OF DIRECTOR: J. Kenneth Thompson Mgmt For For
1l. ELECTION OF DIRECTOR: Phoebe A. Wood Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2023.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PPG INDUSTRIES, INC. Agenda Number: 935774895
--------------------------------------------------------------------------------------------------------------------------
Security: 693506107
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: PPG
ISIN: US6935061076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: STEPHEN F.
ANGEL
1.2 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: HUGH GRANT
1.3 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: MELANIE L.
HEALEY
1.4 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: TIMOTHY M.
KNAVISH
1.5 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: GUILLERMO NOVO
2. APPROVE THE COMPENSATION OF THE COMPANY'S Mgmt For For
NAMED EXECUTIVE OFFICERS ON AN ADVISORY
BASIS
3. PROPOSAL TO RECOMMEND THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION
4. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2023
5. SHAREHOLDER PROPOSAL TO ADOPT A POLICY Shr Against For
REQUIRING AN INDEPENDENT BOARD CHAIR, IF
PROPERLY PRESENTED
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935699554
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Special
Meeting Date: 28-Sep-2022
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the "Prologis common stock Mgmt For For
issuance proposal" (as defined in the Proxy
Statement), which involves the issuance of
common stock of Prologis, Inc. in
connection with the merger of Duke Realty
Corporation with and into Compton Merger
Sub LLC, pursuant to which each outstanding
share of Duke Realty Corporation common
stock will be converted into the right to
receive 0.475 of a newly issued share of
Prologis, Inc. common stock, on the terms
and conditions set forth in the Agreement
and Plan of Merger, dated as of June 11,
2022.
2. To approve one or more adjournments of the Mgmt For For
Prologis, Inc. special meeting to another
date, time or place, if necessary or
appropriate, to solicit additional proxies
in favor of the Prologis common stock
issuance proposal (the "Prologis
adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935786814
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Hamid R. Moghadam Mgmt For For
1b. Election of Director: Cristina G. Bita Mgmt For For
1c. Election of Director: James B. Connor Mgmt For For
1d. Election of Director: George L. Fotiades Mgmt For For
1e. Election of Director: Lydia H. Kennard Mgmt For For
1f. Election of Director: Irving F. Lyons III Mgmt For For
1g. Election of Director: Avid Modjtabai Mgmt For For
1h. Election of Director: David P. O'Connor Mgmt For For
1i. Election of Director: Olivier Piani Mgmt For For
1j. Election of Director: Jeffrey L. Skelton Mgmt For For
1k. Election of Director: Carl B. Webb Mgmt For For
2. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation for 2022.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on the Company's Executive
Compensation.
4. Ratification of the Appointment of KPMG LLP Mgmt For For
as the Company's Independent Registered
Public Accounting Firm for the Year 2023.
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC. Agenda Number: 935793845
--------------------------------------------------------------------------------------------------------------------------
Security: 744320102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: PRU
ISIN: US7443201022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Gilbert F. Casellas Mgmt For For
1.2 Election of Director: Robert M. Falzon Mgmt For For
1.3 Election of Director: Martina Hund-Mejean Mgmt For For
1.4 Election of Director: Wendy E. Jones Mgmt For For
1.5 Election of Director: Charles F. Lowrey Mgmt For For
1.6 Election of Director: Sandra Pianalto Mgmt For For
1.7 Election of Director: Christine A. Poon Mgmt For For
1.8 Election of Director: Douglas A. Scovanner Mgmt For For
1.9 Election of Director: Michael A. Todman Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory Vote on the frequency of future Mgmt 1 Year For
advisory votes to approve named executive
officer compensation.
5. Shareholder proposal regarding an Shr Against For
Independent Board Chairman.
--------------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC. Agenda Number: 935775417
--------------------------------------------------------------------------------------------------------------------------
Security: 744573106
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: PEG
ISIN: US7445731067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ralph A. LaRossa Mgmt For For
1b. Election of Director: Susan Tomasky Mgmt For For
1c. Election of Director: Willie A. Deese Mgmt For For
1d. Election of Director: Jamie M. Gentoso Mgmt For For
1e. Election of Director: Barry H. Ostrowsky Mgmt For For
1f. Election of Director: Valerie A. Smith Mgmt For For
1g. Election of Director: Scott G. Stephenson Mgmt For For
1h. Election of Director: Laura A. Sugg Mgmt For For
1i. Election of Director: John P. Surma Mgmt For For
1j. Election of Director: Alfred W. Zollar Mgmt For For
2. Advisory Vote on the Approval of Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation
4a. Approval of Amendments to our Certificate Mgmt For For
of Incorporation-to eliminate supermajority
voting requirements for certain business
combinations
4b. Approval of Amendments to our Certificate Mgmt For For
of Incorporation and By-Laws-to eliminate
supermajority voting requirements to remove
a director without cause
4c. Approval of Amendments to our Certificate Mgmt For For
of Incorporation-to eliminate supermajority
voting requirement to make certain
amendments to our By-Laws
5. Ratification of the Appointment of Deloitte Mgmt For For
as Independent Auditor for 2023
--------------------------------------------------------------------------------------------------------------------------
PUBLIC STORAGE Agenda Number: 935788399
--------------------------------------------------------------------------------------------------------------------------
Security: 74460D109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: PSA
ISIN: US74460D1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Trustee: Ronald L. Havner, Jr. Mgmt For For
1b. Election of Trustee: Tamara Hughes Mgmt For For
Gustavson
1c. Election of Trustee: Leslie S. Heisz Mgmt For For
1d. Election of Trustee: Shankh S. Mitra Mgmt For For
1e. Election of Trustee: David J. Neithercut Mgmt For For
1f. Election of Trustee: Rebecca Owen Mgmt For For
1g. Election of Trustee: Kristy M. Pipes Mgmt For For
1h. Election of Trustee: Avedick B. Poladian Mgmt For For
1i. Election of Trustee: John Reyes Mgmt For For
1j. Election of Trustee: Joseph D. Russell, Jr. Mgmt For For
1k. Election of Trustee: Tariq M. Shaukat Mgmt For For
1l. Election of Trustee: Ronald P. Spogli Mgmt For For
1m. Election of Trustee: Paul S. Williams Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's Named Executive Officers.
3. Advisory vote regarding the frequency of Mgmt 1 Year For
future advisory votes to approve the
compensation of the Company's Named
Executive Officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
5. Shareholder proposal requesting that the Shr Against For
Company's Board of Trustees issue short-
and long-term Scope 1-3 greenhouse gas
reduction targets aligned with the Paris
Agreement.
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM INCORPORATED Agenda Number: 935757281
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: QCOM
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Sylvia Acevedo
1b. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Cristiano R. Amon
1c. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark Fields
1d. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jeffrey W. Henderson
1e. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Gregory N. Johnson
1f. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Ann M. Livermore
1g. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark D. McLaughlin
1h. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jamie S. Miller
1i. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Irene B. Rosenfeld
1j. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Kornelis (Neil) Smit
1k. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jean-Pascal Tricoire
1l. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Anthony J. Vinciquerra
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent public accountants for our
fiscal year ending September 24, 2023.
3. Approval of the QUALCOMM Incorporated 2023 Mgmt For For
Long-Term Incentive Plan.
4. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
QUEST DIAGNOSTICS INCORPORATED Agenda Number: 935807137
--------------------------------------------------------------------------------------------------------------------------
Security: 74834L100
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: DGX
ISIN: US74834L1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James E. Davis Mgmt For For
1b. Election of Director: Luis A. Diaz, Jr., Mgmt For For
M.D.
1c. Election of Director: Tracey C. Doi Mgmt For For
1d. Election of Director: Vicky B. Gregg Mgmt For For
1e. Election of Director: Wright L. Lassiter, Mgmt For For
III
1f. Election of Director: Timothy L. Main Mgmt For For
1g. Election of Director: Denise M. Morrison Mgmt For For
1h. Election of Director: Gary M. Pfeiffer Mgmt For For
1i. Election of Director: Timothy M. Ring Mgmt For For
1j. Election of Director: Gail R. Wilensky, Mgmt For For
Ph.D.
2. An advisory resolution to approve the Mgmt For For
executive officer compensation disclosed in
the Company's 2023 proxy statement
3. An advisory vote to recommend the frequency Mgmt 1 Year For
of the stockholder advisory vote to approve
executive officer compensation
4. Ratification of the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Approval of the Amended and Restated Mgmt For For
Employee Long-Term Incentive Plan
6. Stockholder proposal regarding a report on Shr Against For
the Company's greenhouse gas emissions
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
REALTY INCOME CORPORATION Agenda Number: 935806248
--------------------------------------------------------------------------------------------------------------------------
Security: 756109104
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: O
ISIN: US7561091049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Priscilla Almodovar
1b. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Jacqueline Brady
1c. Election of Director to serve until the Mgmt For For
2024 Annual meeting: A. Larry Chapman
1d. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Reginald H. Gilyard
1e. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Mary Hogan Preusse
1f. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Priya Cherian Huskins
1g. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Gerardo I. Lopez
1h. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Michael D. McKee
1i. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Gregory T. McLaughlin
1j. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Ronald L. Merriman
1k. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Sumit Roy
2. The ratification of the appointment of KPMG Mgmt For For
LLP as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. A non-binding advisory proposal to approve Mgmt For For
the compensation of our named executive
officers as described in the Proxy
Statement.
4. A non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future non-binding advisory
votes by stockholders of the compensation
of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
REGENCY CENTERS CORPORATION Agenda Number: 935787195
--------------------------------------------------------------------------------------------------------------------------
Security: 758849103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: REG
ISIN: US7588491032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Martin E. Stein, Jr.
1b. Election of Director to serve for a Mgmt For For
one-year term: Bryce Blair
1c. Election of Director to serve for a Mgmt For For
one-year term: C. Ronald Blankenship
1d. Election of Director to serve for a Mgmt For For
one-year term: Kristin A. Campbell
1e. Election of Director to serve for a Mgmt For For
one-year term: Deirdre J. Evens
1f. Election of Director to serve for a Mgmt For For
one-year term: Thomas W. Furphy
1g. Election of Director to serve for a Mgmt For For
one-year term: Karin M. Klein
1h. Election of Director to serve for a Mgmt For For
one-year term: Peter D. Linneman
1i. Election of Director to serve for a Mgmt For For
one-year term: David P. O'Connor
1j. Election of Director to serve for a Mgmt For For
one-year term: Lisa Palmer
1k. Election of Director to serve for a Mgmt For For
one-year term: James H. Simmons, III
2. Approval, in an advisory vote, of the Mgmt 1 Year For
frequency of future shareholder votes on
the Company's executive compensation.
3. Approval, in an advisory vote, of the Mgmt For For
Company's executive compensation.
4. Ratification of appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
REGENERON PHARMACEUTICALS, INC. Agenda Number: 935835338
--------------------------------------------------------------------------------------------------------------------------
Security: 75886F107
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: REGN
ISIN: US75886F1075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph L. Goldstein, Mgmt For For
M.D.
1b. Election of Director: Christine A. Poon Mgmt For For
1c. Election of Director: Craig B. Thompson, Mgmt For For
M.D.
1d. Election of Director: Huda Y. Zoghbi, M.D. Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Proposal to approve, on an advisory basis, Mgmt For For
executive compensation.
4. Proposal to approve, on an advisory basis, Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
5. Non-binding shareholder proposal, if Shr Against For
properly presented, requesting report on a
process by which access to medicine is
considered in matters related to protecting
intellectual property.
--------------------------------------------------------------------------------------------------------------------------
ROSS STORES, INC. Agenda Number: 935801539
--------------------------------------------------------------------------------------------------------------------------
Security: 778296103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ROST
ISIN: US7782961038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: K. Gunnar Bjorklund Mgmt For For
1b. Election of Director: Michael J. Bush Mgmt For For
1c. Election of Director: Edward G. Cannizzaro Mgmt For For
1d. Election of Director: Sharon D. Garrett Mgmt For For
1e. Election of Director: Michael J. Hartshorn Mgmt For For
1f. Election of Director: Stephen D. Milligan Mgmt For For
1g. Election of Director: Patricia H. Mueller Mgmt For For
1h. Election of Director: George P. Orban Mgmt For For
1i. Election of Director: Larree M. Renda Mgmt For For
1j. Election of Director: Barbara Rentler Mgmt For For
1k. Election of Director: Doniel N. Sutton Mgmt For For
2. Advisory vote to approve the resolution on Mgmt For For
the compensation of the named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending February 3, 2024.
--------------------------------------------------------------------------------------------------------------------------
S&P GLOBAL INC. Agenda Number: 935790445
--------------------------------------------------------------------------------------------------------------------------
Security: 78409V104
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: SPGI
ISIN: US78409V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Marco Alvera Mgmt For For
1B. Election of Director: Jacques Esculier Mgmt For For
1C. Election of Director: Gay Huey Evans Mgmt For For
1D. Election of Director: William D. Green Mgmt For For
1E. Election of Director: Stephanie C. Hill Mgmt For For
1F. Election of Director: Rebecca Jacoby Mgmt For For
1G. Election of Director: Robert P. Kelly Mgmt For For
1H. Election of Director: Ian P. Livingston Mgmt For For
1I. Election of Director: Deborah D. McWhinney Mgmt For For
1J. Election of Director: Maria R. Morris Mgmt For For
1K. Election of Director: Douglas L. Peterson Mgmt For For
1L. Election of Director: Richard E. Thornburgh Mgmt For For
1M. Election of Director: Gregory Washington Mgmt For For
2. Approve, on an advisory basis, the Mgmt For For
executive compensation program for the
Company's named executive officers.
3. Approve, on an advisory basis, the Mgmt 1 Year For
frequency on which the Company conducts an
advisory vote on the executive compensation
program for the Company's named executive
officers.
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent auditor for
2023;
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE, INC. Agenda Number: 935846127
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: CRM
ISIN: US79466L3024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc Benioff Mgmt For For
1b. Election of Director: Laura Alber Mgmt For For
1c. Election of Director: Craig Conway Mgmt For For
1d. Election of Director: Arnold Donald Mgmt For For
1e. Election of Director: Parker Harris Mgmt For For
1f. Election of Director: Neelie Kroes Mgmt For For
1g. Election of Director: Sachin Mehra Mgmt For For
1h. Election of Director: Mason Morfit Mgmt For For
1i. Election of Director: Oscar Munoz Mgmt For For
1j. Election of Director: John V. Roos Mgmt For For
1k. Election of Director: Robin Washington Mgmt For For
1l. Election of Director: Maynard Webb Mgmt For For
1m. Election of Director: Susan Wojcicki Mgmt For For
2. Amendment and restatement of our 2013 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
4. An advisory vote to approve the fiscal 2023 Mgmt For For
compensation of our named executive
officers.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding future advisory votes to approve
executive compensation.
6. A stockholder proposal requesting a policy Shr Against For
to require the Chair of the Board be an
independent member of the Board and not a
former CEO of the Company, if properly
presented at the meeting.
7. A stockholder proposal requesting a policy Shr Against For
to forbid all Company directors from
sitting on any other boards, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 935767105
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 05-Apr-2023
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Coleman Mgmt For For
1b. Election of Director: Patrick de La Mgmt For For
Chevardiere
1c. Election of Director: Miguel Galuccio Mgmt For For
1d. Election of Director: Olivier Le Peuch Mgmt For For
1e. Election of Director: Samuel Leupold Mgmt For For
1f. Election of Director: Tatiana Mitrova Mgmt For For
1g. Election of Director: Maria Moraeus Hanssen Mgmt For For
1h. Election of Director: Vanitha Narayanan Mgmt For For
1i. Election of Director: Mark Papa Mgmt For For
1j. Election of Director: Jeff Sheets Mgmt For For
1k. Election of Director: Ulrich Spiesshofer Mgmt For For
2. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
3. Advisory approval of our executive Mgmt For For
compensation.
4. Approval of our consolidated balance sheet Mgmt For For
at December 31, 2022; our consolidated
statement of income for the year ended
December 31, 2022; and the declarations of
dividends by our Board of Directors in
2022, as reflected in our 2022 Annual
Report to Shareholders.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935821062
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NOW
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Bostrom Mgmt For For
1b. Election of Director: Teresa Briggs Mgmt For For
1c. Election of Director: Jonathan C. Chadwick Mgmt For For
1d. Election of Director: Paul E. Chamberlain Mgmt For For
1e. Election of Director: Lawrence J. Jackson, Mgmt For For
Jr.
1f. Election of Director: Frederic B. Luddy Mgmt For For
1g. Election of Director: William R. McDermott Mgmt For For
1h. Election of Director: Jeffrey A. Miller Mgmt For For
1i. Election of Director: Joseph "Larry" Mgmt For For
Quinlan
1j. Election of Director: Anita M. Sands Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers ("Say-on-Pay").
3. To ratify PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting
firm for 2023.
4. To approve the Amended and Restated 2021 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
5. To elect Deborah Black as a director. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SKYWORKS SOLUTIONS, INC. Agenda Number: 935790231
--------------------------------------------------------------------------------------------------------------------------
Security: 83088M102
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SWKS
ISIN: US83088M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Alan S. Batey
1b. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Kevin L. Beebe
1c. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Liam K. Griffin
1d. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Eric J. Guerin
1e. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Christine King
1f. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Suzanne E. McBride
1g. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: David P. McGlade
1h. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Robert A.
Schriesheim
1i. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Maryann Turcke
2. To ratify the selection by the Company's Mgmt For For
Audit Committee of KPMG LLP as the
independent registered public accounting
firm for the Company for fiscal year 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers, as described in the
Company's Proxy Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of the Company's named
executive officers.
5. To approve an amendment to the Company's Mgmt For For
Restated Certificate of Incorporation to
reflect new Delaware law provisions
regarding exculpation of officers.
6. To approve a stockholder proposal regarding Shr For
simple majority vote.
--------------------------------------------------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO. Agenda Number: 935815413
--------------------------------------------------------------------------------------------------------------------------
Security: 844741108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: LUV
ISIN: US8447411088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David W. Biegler Mgmt For For
1b. Election of Director: J. Veronica Biggins Mgmt For For
1c. Election of Director: Douglas H. Brooks Mgmt For For
1d. Election of Director: Eduardo F. Conrado Mgmt For For
1e. Election of Director: William H. Cunningham Mgmt For For
1f. Election of Director: Thomas W. Gilligan Mgmt For For
1g. Election of Director: David P. Hess Mgmt For For
1h. Election of Director: Robert E. Jordan Mgmt For For
1i. Election of Director: Gary C. Kelly Mgmt For For
1j. Election of Director: Elaine Mendoza Mgmt For For
1k. Election of Director: John T. Montford Mgmt For For
1l. Election of Director: Christopher P. Mgmt For For
Reynolds
1m. Election of Director: Ron Ricks Mgmt For For
1n. Election of Director: Jill A. Soltau Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on frequency of votes on Mgmt 1 Year For
named executive officer compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
5. Advisory vote on shareholder proposal to Shr Against For
permit shareholder removal of directors
without cause.
6. Advisory vote on shareholder proposal to Shr For Against
require shareholder ratification of
termination pay.
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt For For
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr Against For
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr Against For
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
STATE STREET CORPORATION Agenda Number: 935809155
--------------------------------------------------------------------------------------------------------------------------
Security: 857477103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: STT
ISIN: US8574771031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. de Saint-Aignan Mgmt For For
1b. Election of Director: M. Chandoha Mgmt For For
1c. Election of Director: D. DeMaio Mgmt For For
1d. Election of Director: A. Fawcett Mgmt For For
1e. Election of Director: W. Freda Mgmt For For
1f. Election of Director: S. Mathew Mgmt For For
1g. Election of Director: W. Meaney Mgmt For For
1h. Election of Director: R. O'Hanley Mgmt For For
1i. Election of Director: S. O'Sullivan Mgmt For For
1j. Election of Director: J. Portalatin Mgmt For For
1k. Election of Director: J. Rhea Mgmt For For
1l. Election of Director: G. Summe Mgmt For For
2. To approve an advisory proposal on Mgmt For For
executive compensation.
3. To recommend, by advisory vote, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
4. To approve the Amended and Restated 2017 Mgmt For For
Stock Incentive Plan.
5. To ratify the selection of Ernst & Young Mgmt For For
LLP as State Street's independent
registered public accounting firm for the
year ending December 31, 2023.
6. Shareholder proposal relating to asset Shr Against For
management stewardship practices, if
properly presented.
--------------------------------------------------------------------------------------------------------------------------
STRYKER CORPORATION Agenda Number: 935785444
--------------------------------------------------------------------------------------------------------------------------
Security: 863667101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SYK
ISIN: US8636671013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary K. Brainerd Mgmt For For
1b. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1c. Election of Director: Srikant M. Datar, Mgmt For For
Ph.D.
1d. Election of Director: Allan C. Golston Mgmt For For
1e. Election of Director: Kevin A. Lobo (Chair Mgmt For For
of the Board, Chief Executive Officer and
President)
1f. Election of Director: Sherilyn S. McCoy Mgmt For For
(Lead Independent Director)
1g. Election of Director: Andrew K. Silvernail Mgmt For For
1h. Election of Director: Lisa M. Skeete Tatum Mgmt For For
1i. Election of Director: Ronda E. Stryker Mgmt For For
1j. Election of Director: Rajeev Suri Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Our Independent Registered
Public Accounting Firm for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation.
5. Shareholder Proposal on Political Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr For
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 935842206
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andre Almeida Mgmt For For
Marcelo Claure Mgmt For For
Srikant M. Datar Mgmt For For
Srinivasan Gopalan Mgmt For For
Timotheus Hottges Mgmt For For
Christian P. Illek Mgmt For For
Raphael Kubler Mgmt For For
Thorsten Langheim Mgmt For For
Dominique Leroy Mgmt For For
Letitia A. Long Mgmt For For
G. Michael Sievert Mgmt For For
Teresa A. Taylor Mgmt For For
Kelvin R. Westbrook Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
Provided to the Company's Named Executive
Officers for 2022.
4. Advisory Vote on the Frequency of Future Mgmt 3 Years For
Advisory Votes to Approve the Compensation
Provided to the Company's Named Executive
Officers.
5. Approval of T-Mobile US, Inc. 2023 Mgmt For For
Incentive Award Plan.
6. Approval of T-Mobile US, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TARGET CORPORATION Agenda Number: 935847220
--------------------------------------------------------------------------------------------------------------------------
Security: 87612E106
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: TGT
ISIN: US87612E1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1c. Election of Director: George S. Barrett Mgmt For For
1d. Election of Director: Gail K. Boudreaux Mgmt For For
1e. Election of Director: Brian C. Cornell Mgmt For For
1f. Election of Director: Robert L. Edwards Mgmt For For
1g. Election of Director: Donald R. Knauss Mgmt For For
1h. Election of Director: Christine A. Leahy Mgmt For For
1i. Election of Director: Monica C. Lozano Mgmt For For
1j. Election of Director: Grace Puma Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
1l. Election of Director: Dmitri L. Stockton Mgmt For For
2. Company proposal to ratify the appointment Mgmt For For
of Ernst & Young LLP as our independent
registered public accounting firm.
3. Company proposal to approve, on an advisory Mgmt For For
basis, our executive compensation (Say on
Pay).
4. Company proposal to approve, on an advisory Mgmt 1 Year For
basis, the frequency of our Say on Pay
votes (Say on Pay Vote Frequency).
5. Shareholder proposal to adopt a policy for Shr Against For
an independent chairman.
--------------------------------------------------------------------------------------------------------------------------
TE CONNECTIVITY LTD Agenda Number: 935772613
--------------------------------------------------------------------------------------------------------------------------
Security: H84989104
Meeting Type: Annual
Meeting Date: 15-Mar-2023
Ticker: TEL
ISIN: CH0102993182
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean-Pierre Clamadieu Mgmt For For
1b. Election of Director: Terrence R. Curtin Mgmt For For
1c. Election of Director: Carol A. ("John") Mgmt For For
Davidson
1d. Election of Director: Lynn A. Dugle Mgmt For For
1e. Election of Director: William A. Jeffrey Mgmt For For
1f. Election of Director: Syaru Shirley Lin Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Heath A. Mitts Mgmt For For
1i. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1j. Election of Director: Mark C. Trudeau Mgmt For For
1k. Election of Director: Dawn C. Willoughby Mgmt For For
1l. Election of Director: Laura H. Wright Mgmt For For
2. To elect Thomas J. Lynch as the Chairman of Mgmt For For
the Board of Directors
3a. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Abhijit Y. Talwalkar
3b. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Mark C. Trudeau
3c. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Dawn C. Willoughby
4. To elect Dr. Rene Schwarzenbach, of Proxy Mgmt For For
Voting Services GmbH, or another individual
representative of Proxy Voting Services
GmbH if Dr. Schwarzenbach is unable to
serve at the relevant meeting, as the
independent proxy at the 2024 annual
meeting of TE Connectivity and any
shareholder meeting that may be held prior
to that meeting.
5.1 To approve the 2022 Annual Report of TE Mgmt For For
Connectivity Ltd. (excluding the statutory
financial statements for the fiscal year
ended September 30, 2022, the consolidated
financial statements for the fiscal year
ended September 30, 2022 and the Swiss
Statutory Compensation Report for the
fiscal year ended September 30, 2022).
5.2 To approve the statutory financial Mgmt For For
statements of TE Connectivity Ltd. for the
fiscal year ended September 30, 2022.
5.3 To approve the consolidated financial Mgmt For For
statements of TE Connectivity Ltd. for the
fiscal year ended September 30, 2022.
6. To release the members of the Board of Mgmt For For
Directors and executive officers of TE
Connectivity for activities during the
fiscal year ended September 30, 2022.
7.1 To elect Deloitte & Touche LLP as TE Mgmt For For
Connectivity's independent registered
public accounting firm for fiscal year
2023.
7.2 To elect Deloitte AG, Zurich, Switzerland, Mgmt For For
as TE Connectivity's Swiss registered
auditor until the next annual general
meeting of TE Connectivity.
7.3 To elect PricewaterhouseCoopers AG, Zurich, Mgmt For For
Switzerland, as TE Connectivity's special
auditor until the next annual general
meeting of TE Connectivity.
8. An advisory vote to approve named executive Mgmt For For
officer compensation.
9. An advisory vote on the frequency of an Mgmt 1 Year For
advisory vote to approve named executive
officer compensation.
10. An advisory vote to approve the Swiss Mgmt For For
Statutory Compensation Report for the
fiscal year ended September 30, 2022.
11. A binding vote to approve fiscal year 2024 Mgmt For For
maximum aggregate compensation amount for
executive management.
12. A binding vote to approve fiscal year 2024 Mgmt For For
maximum aggregate compensation amount for
the Board of Directors.
13. To approve the carryforward of Mgmt For For
unappropriated accumulated earnings at
September 30, 2022.
14. To approve a dividend payment to Mgmt For For
shareholders equal to $2.36 per issued
share to be paid in four equal quarterly
installments of $0.59 starting with the
third fiscal quarter of 2023 and ending in
the second fiscal quarter of 2024 pursuant
to the terms of the dividend resolution.
15. To approve an authorization relating to TE Mgmt For For
Connectivity's Share Repurchase Program.
16. To approve a reduction of share capital for Mgmt For For
shares acquired under TE Connectivity's
share repurchase program and related
amendments to the articles of association
of TE Connectivity Ltd.
17. To approve changes to share capital and Mgmt For For
related amendments to the articles of
association of TE Connectivity Ltd.
--------------------------------------------------------------------------------------------------------------------------
TELEDYNE TECHNOLOGIES INCORPORATED Agenda Number: 935781232
--------------------------------------------------------------------------------------------------------------------------
Security: 879360105
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: TDY
ISIN: US8793601050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Kenneth C. Dahlberg Mgmt For For
1.2 Election of Director: Michelle A. Kumbier Mgmt For For
1.3 Election of Director: Robert A. Malone Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal year 2023.
3. Approval of a non-binding advisory Mgmt For For
resolution on the Company's executive
compensation.
4. Approval of a non-binding advisory Mgmt 1 Year For
resolution on the frequency of future
stockholder votes on the Company's
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
TERADYNE, INC. Agenda Number: 935790281
--------------------------------------------------------------------------------------------------------------------------
Security: 880770102
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: TER
ISIN: US8807701029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Mgmt For For
Timothy E. Guertin
1b. Election of Director for a one-year term: Mgmt For For
Peter Herweck
1c. Election of Director for a one-year term: Mgmt For For
Mercedes Johnson
1d. Election of Director for a one-year term: Mgmt For For
Ernest E. Maddock
1e. Election of Director for a one-year term: Mgmt For For
Marilyn Matz
1f. Election of Director for a one-year term: Mgmt For For
Gregory S. Smith
1g. Election of Director for a one-year term: Mgmt For For
Ford Tamer
1h. Election of Director for a one-year term: Mgmt For For
Paul J. Tufano
2. To approve, in a non-binding, advisory Mgmt For For
vote, the compensation of the Company's
named executive officers.
3. To approve, in a non-binding, advisory Mgmt 1 Year For
vote, that the frequency of an advisory
vote on the compensation of the Company's
named executive officers as set forth in
the Company's proxy statement is every
year, every two years, or every three
years.
4. To ratify the selection of the firm of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935804636
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elon Musk Mgmt For For
1.2 Election of Director: Robyn Denholm Mgmt For For
1.3 Election of Director: JB Straubel Mgmt For For
2. Tesla proposal to approve executive Mgmt For For
compensation on a non- binding advisory
basis.
3. Tesla proposal to approve the frequency of Mgmt 3 Years For
future votes on executive compensation on a
non-binding advisory basis.
4. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
5. Stockholder proposal regarding reporting on Shr Against For
key-person risk.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 935777120
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Blinn Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt For For
1c. Election of Director: Janet F. Clark Mgmt For For
1d. Election of Director: Carrie S. Cox Mgmt For For
1e. Election of Director: Martin S. Craighead Mgmt For For
1f. Election of Director: Curtis C. Farmer Mgmt For For
1g. Election of Director: Jean M. Hobby Mgmt For For
1h. Election of Director: Haviv Ilan Mgmt For For
1i. Election of Director: Ronald Kirk Mgmt For For
1j. Election of Director: Pamela H. Patsley Mgmt For For
1k. Election of Director: Robert E. Sanchez Mgmt For For
1l. Election of Director: Richard K. Templeton Mgmt For For
2. Board proposal to approve amendment and Mgmt For For
restatement of the TI Employees 2014 Stock
Purchase Plan to extend the termination
date.
3. Board proposal regarding advisory vote on Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
4. Board proposal regarding advisory approval Mgmt For For
of the Company's executive compensation.
5. Board proposal to ratify the appointment of Mgmt For For
Ernst & Young LLP as the Company's
independent registered public accounting
firm for 2023.
6. Stockholder proposal to permit a combined Shr Against For
10% of stockholders to call a special
meeting.
7. Stockholder proposal to report on due Shr Against For
diligence efforts to trace end-user misuse
of company products.
--------------------------------------------------------------------------------------------------------------------------
THE AES CORPORATION Agenda Number: 935774984
--------------------------------------------------------------------------------------------------------------------------
Security: 00130H105
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: AES
ISIN: US00130H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Janet G. Davidson Mgmt For For
1b. Election of Director: Andres R. Gluski Mgmt For For
1c. Election of Director: Tarun Khanna Mgmt For For
1d. Election of Director: Holly K. Koeppel Mgmt For For
1e. Election of Director: Julia M. Laulis Mgmt For For
1f. Election of Director: Alain Monie Mgmt For For
1g. Election of Director: John B. Morse, Jr. Mgmt For For
1h. Election of Director: Moises Naim Mgmt For For
1i. Election of Director: Teresa M. Sebastian Mgmt For For
1j. Election of Director: Maura Shaughnessy Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
Company's executive compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor of the
Company for fiscal year 2023.
5. If properly presented, to vote on a Shr For Against
non-binding Stockholder proposal to subject
termination pay to Stockholder approval.
--------------------------------------------------------------------------------------------------------------------------
THE ALLSTATE CORPORATION Agenda Number: 935817859
--------------------------------------------------------------------------------------------------------------------------
Security: 020002101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: ALL
ISIN: US0200021014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donald E. Brown Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Richard T. Hume Mgmt For For
1d. Election of Director: Margaret M. Keane Mgmt For For
1e. Election of Director: Siddharth N. Mehta Mgmt For For
1f. Election of Director: Jacques P. Perold Mgmt For For
1g. Election of Director: Andrea Redmond Mgmt For For
1h. Election of Director: Gregg M. Sherrill Mgmt For For
1i. Election of Director: Judith A. Sprieser Mgmt For For
1j. Election of Director: Perry M. Traquina Mgmt For For
1k. Election of Director: Monica Turner Mgmt For For
1l. Election of Director: Thomas J. Wilson Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the named executives.
3. Say on pay frequency vote. Mgmt 1 Year For
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Allstate's independent
registered public accountant for 2023.
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF NEW YORK MELLON CORPORATION Agenda Number: 935771180
--------------------------------------------------------------------------------------------------------------------------
Security: 064058100
Meeting Type: Annual
Meeting Date: 12-Apr-2023
Ticker: BK
ISIN: US0640581007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda Z. Cook Mgmt For For
1b. Election of Director: Joseph J. Echevarria Mgmt For For
1c. Election of Director: M. Amy Gilliland Mgmt For For
1d. Election of Director: Jeffrey A. Goldstein Mgmt For For
1e. Election of Director: K. Guru Gowrappan Mgmt For For
1f. Election of Director: Ralph Izzo Mgmt For For
1g. Election of Director: Sandra E. "Sandie" Mgmt For For
O'Connor
1h. Election of Director: Elizabeth E. Robinson Mgmt For For
1i. Election of Director: Frederick O. Terrell Mgmt For For
1j. Election of Director: Robin Vince Mgmt For For
1k. Election of Director: Alfred W. "Al" Zollar Mgmt For For
2. Advisory resolution to approve the 2022 Mgmt For For
compensation of our named executive
officers.
3. Advisory vote recommending the frequency Mgmt 1 Year For
with which we conduct a say-on-pay vote.
4. Ratify the appointment of KPMG LLP as our Mgmt For For
independent auditor for 2023.
5. Approve the 2023 Long-Term Incentive Plan. Mgmt For For
6. Stockholder proposal regarding stockholder Shr For Against
ratification of certain executive severance
payments, if properly presented.
--------------------------------------------------------------------------------------------------------------------------
THE BOEING COMPANY Agenda Number: 935770063
--------------------------------------------------------------------------------------------------------------------------
Security: 097023105
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: BA
ISIN: US0970231058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert A. Bradway Mgmt For For
1b. Election of Director: David L. Calhoun Mgmt For For
1c. Election of Director: Lynne M. Doughtie Mgmt For For
1d. Election of Director: David L. Gitlin Mgmt For For
1e. Election of Director: Lynn J. Good Mgmt For For
1f. Election of Director: Stayce D. Harris Mgmt For For
1g. Election of Director: Akhil Johri Mgmt For For
1h. Election of Director: David L. Joyce Mgmt For For
1i. Election of Director: Lawrence W. Kellner Mgmt For For
1j. Election of Director: Steven M. Mollenkopf Mgmt For For
1k. Election of Director: John M. Richardson Mgmt For For
1l. Election of Director: Sabrina Soussan Mgmt For For
1m. Election of Director: Ronald A. Williams Mgmt For For
2. Approve, on an Advisory Basis, Named Mgmt For For
Executive Officer Compensation.
3. Approve, on an Advisory Basis, the Mgmt 1 Year For
Frequency of Future Advisory Votes on Named
Executive Officer Compensation.
4. Approve The Boeing Company 2023 Incentive Mgmt For For
Stock Plan.
5. Ratify the Appointment of Deloitte & Touche Mgmt For For
LLP as Independent Auditor for 2023.
6. China Report. Shr Against For
7. Report on Lobbying Activities. Shr Against For
8. Report on Climate Lobbying. Shr Against For
9. Pay Equity Disclosure. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 935809523
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Marianne C. Brown Mgmt For For
1b. Election of director: Frank C. Herringer Mgmt For For
1c. Election of director: Gerri K. Mgmt For For
Martin-Flickinger
1d. Election of director: Todd M. Ricketts Mgmt For For
1e. Election of director: Carolyn Mgmt For For
Schwab-Pomerantz
2. Ratification of the selection of Deloitte & Mgmt For For
Touche LLP as independent auditors
3. Advisory vote to approve named executive Mgmt For For
officer compensation
4. Frequency of advisory vote on named Mgmt 1 Year For
executive officer compensation
5. Stockholder Proposal requesting pay equity Shr Against For
disclosure
6. Stockholder Proposal requesting company Shr Against For
report on discrimination risk oversight and
impact
--------------------------------------------------------------------------------------------------------------------------
THE CIGNA GROUP Agenda Number: 935779073
--------------------------------------------------------------------------------------------------------------------------
Security: 125523100
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: CI
ISIN: US1255231003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David M. Cordani Mgmt For For
1b. Election of Director: William J. DeLaney Mgmt For For
1c. Election of Director: Eric J. Foss Mgmt For For
1d. Election of Director: Retired Maj. Gen. Mgmt For For
Elder Granger, M.D.
1e. Election of Director: Neesha Hathi Mgmt For For
1f. Election of Director: George Kurian Mgmt For For
1g. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1h. Election of Director: Mark B. McClellan, Mgmt For For
M.D., Ph.D.
1i. Election of Director: Kimberly A. Ross Mgmt For For
1j. Election of Director: Eric C. Wiseman Mgmt For For
1k. Election of Director: Donna F. Zarcone Mgmt For For
2. Advisory approval of The Cigna Group's Mgmt For For
executive compensation
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as The Cigna
Group's independent registered public
accounting firm for 2023
5. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to limit the
liability of certain officers of the
Company as permitted pursuant to recent
amendments to the Delaware General
Corporation Law
6. Shareholder proposal - Special shareholder Shr Against For
meeting improvement
7. Shareholder proposal - Political Shr Against For
contributions report
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 935776685
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Herb Allen Mgmt For For
1b. Election of Director: Marc Bolland Mgmt For For
1c. Election of Director: Ana Botin Mgmt For For
1d. Election of Director: Christopher C. Davis Mgmt For For
1e. Election of Director: Barry Diller Mgmt For For
1f. Election of Director: Carolyn Everson Mgmt For For
1g. Election of Director: Helene D. Gayle Mgmt For For
1h. Election of Director: Alexis M. Herman Mgmt For For
1i. Election of Director: Maria Elena Mgmt For For
Lagomasino
1j. Election of Director: Amity Millhiser Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: Caroline J. Tsay Mgmt For For
1m. Election of Director: David B. Weinberg Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent Auditors of the Company to
serve for the 2023 fiscal year
5. Shareowner proposal requesting an audit of Shr Against For
the Company's impact on nonwhite
stakeholders
6. Shareowner proposal requesting a global Shr Against For
transparency report
7. Shareowner proposal regarding political Shr Against For
expenditures values alignment
8. Shareowner proposal requesting an Shr Against For
independent Board chair policy
9. Shareowner proposal requesting a report on Shr Against For
risks from state policies restricting
reproductive rights
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr Against For
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr Against For
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr Against For
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 935795659
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gerard J. Arpey Mgmt For For
1b. Election of Director: Ari Bousbib Mgmt For For
1c. Election of Director: Jeffery H. Boyd Mgmt For For
1d. Election of Director: Gregory D. Brenneman Mgmt For For
1e. Election of Director: J. Frank Brown Mgmt For For
1f. Election of Director: Albert P. Carey Mgmt For For
1g. Election of Director: Edward P. Decker Mgmt For For
1h. Election of Director: Linda R. Gooden Mgmt For For
1i. Election of Director: Wayne M. Hewett Mgmt For For
1j. Election of Director: Manuel Kadre Mgmt For For
1k. Election of Director: Stephanie C. Linnartz Mgmt For For
1l. Election of Director: Paula Santilli Mgmt For For
1m. Election of Director: Caryn Seidman-Becker Mgmt For For
2. Ratification of the Appointment of KPMG LLP Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation ("Say-on-Pay")
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-on-Pay Votes
5. Shareholder Proposal Regarding Amendment of Shr Against For
Shareholder Written Consent Right
6. Shareholder Proposal Regarding Independent Shr Against For
Board Chair
7. Shareholder Proposal Regarding Political Shr Against For
Contributions Congruency Analysis
8. Shareholder Proposal Regarding Rescission Shr Against For
of Racial Equity Audit Proposal Vote
9. Shareholder Proposal Regarding Senior Shr Against For
Management Commitment to Avoid Political
Speech
--------------------------------------------------------------------------------------------------------------------------
THE KRAFT HEINZ COMPANY Agenda Number: 935780557
--------------------------------------------------------------------------------------------------------------------------
Security: 500754106
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: KHC
ISIN: US5007541064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gregory E. Abel Mgmt For For
1b. Election of Director: Humberto P. Alfonso Mgmt For For
1c. Election of Director: John T. Cahill Mgmt For For
1d. Election of Director: Lori Dickerson Fouche Mgmt For For
1e. Election of Director: Diane Gherson Mgmt For For
1f. Election of Director: Timothy Kenesey Mgmt For For
1g. Election of Director: Alicia Knapp Mgmt For For
1h. Election of Director: Elio Leoni Sceti Mgmt For For
1i. Election of Director: Susan Mulder Mgmt For For
1j. Election of Director: James Park Mgmt For For
1k. Election of Director: Miguel Patricio Mgmt For For
1l. Election of Director: John C. Pope Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
4. Stockholder Proposal - Simple majority Shr Against For
vote, if properly presented.
5. Stockholder Proposal - Report on water Shr Against For
risk, if properly presented.
6. Stockholder Proposal - Civil rights audit, Shr Against For
if properly presented.
--------------------------------------------------------------------------------------------------------------------------
THE KROGER CO. Agenda Number: 935864579
--------------------------------------------------------------------------------------------------------------------------
Security: 501044101
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: KR
ISIN: US5010441013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora A. Aufreiter Mgmt For For
1b. Election of Director: Kevin M. Brown Mgmt For For
1c. Election of Director: Elaine L. Chao Mgmt For For
1d. Election of Director: Anne Gates Mgmt For For
1e. Election of Director: Karen M. Hoguet Mgmt For For
1f. Election of Director: W. Rodney McMullen Mgmt For For
1g. Election of Director: Clyde R. Moore Mgmt For For
1h. Election of Director: Ronald L. Sargent Mgmt For For
1i. Election of Director: J. Amanda Sourry Knox Mgmt For For
1j. Election of Director: Mark S. Sutton Mgmt For For
1k. Election of Director: Ashok Vemuri Mgmt For For
2. Approval, on an advisory basis, of Kroger's Mgmt For For
executive compensation.
3. Advisory Vote on Frequency of Future Votes Mgmt 1 Year For
on Executive Compensation.
4. Ratification of PricewaterhouseCoopers LLP, Mgmt For For
as auditors.
5. Report on Public Health Costs from Sale of Shr Against For
Tobacco Products.
6. Listing of Charitable Contributions of Shr Against For
$10,000 or More.
7. Report on Recyclability of Packaging. Shr Against For
8. Report on Racial and Gender Pay Gaps. Shr Against For
9. Report on EEO Policy Risks. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 935703149
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 11-Oct-2022
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: B. Marc Allen Mgmt For For
1b. ELECTION OF DIRECTOR: Angela F. Braly Mgmt For For
1c. ELECTION OF DIRECTOR: Amy L. Chang Mgmt For For
1d. ELECTION OF DIRECTOR: Joseph Jimenez Mgmt For For
1e. ELECTION OF DIRECTOR: Christopher Mgmt For For
Kempczinski
1f. ELECTION OF DIRECTOR: Debra L. Lee Mgmt For For
1g. ELECTION OF DIRECTOR: Terry J. Lundgren Mgmt For For
1h. ELECTION OF DIRECTOR: Christine M. McCarthy Mgmt For For
1i. ELECTION OF DIRECTOR: Jon R. Moeller Mgmt For For
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam Mgmt For For
1k. ELECTION OF DIRECTOR: Patricia A. Woertz Mgmt For For
2. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm
3. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation (the "Say on Pay"
vote)
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 935772562
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kerrii B. Anderson Mgmt For For
1b. Election of Director: Arthur F. Anton Mgmt For For
1c. Election of Director: Jeff M. Fettig Mgmt For For
1d. Election of Director: John G. Morikis Mgmt For For
1e. Election of Director: Christine A. Poon Mgmt For For
1f. Election of Director: Aaron M. Powell Mgmt For For
1g. Election of Director: Marta R. Stewart Mgmt For For
1h. Election of Director: Michael H. Thaman Mgmt For For
1i. Election of Director: Matthew Thornton III Mgmt For For
2. Advisory approval of the compensation of Mgmt For For
the named executives.
3. Advisory approval of the frequency of the Mgmt 1 Year For
advisory vote on the compensation of the
named executives.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
THE SOUTHERN COMPANY Agenda Number: 935819764
--------------------------------------------------------------------------------------------------------------------------
Security: 842587107
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: SO
ISIN: US8425871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Janaki Akella Mgmt For For
1b. Election of Director: Henry A. Clark III Mgmt For For
1c. Election of Director: Anthony F. Earley, Mgmt For For
Jr.
1d. Election of Director: Thomas A. Fanning Mgmt For For
1e. Election of Director: David J. Grain Mgmt For For
1f. Election of Director: Colette D. Honorable Mgmt For For
1g. Election of Director: Donald M. James Mgmt For For
1h. Election of Director: John D. Johns Mgmt For For
1i. Election of Director: Dale E. Klein Mgmt For For
1j. Election of Director: David E. Meador Mgmt For For
1k. Election of Director: Ernest J. Moniz Mgmt For For
1l. Election of Director: William G. Smith, Jr. Mgmt For For
1m. Election of Director: Kristine L. Svinicki Mgmt For For
1n. Election of Director: Lizanne Thomas Mgmt For For
1o. Election of Director: Christopher C. Womack Mgmt For For
1p. Election of Director: E. Jenner Wood III Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote to approve the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as the independent registered public
accounting firm for 2023.
5. Approve an amendment to the Restated Mgmt For For
Certificate of incorporation to reduce the
supermajority vote requirement to a
majority vote requirement.
6. Stockholder proposal regarding simple Shr Against For
majority vote.
7. Stockholder proposal regarding setting Shr Against For
Scope 3 GHG targets.
8. Stockholder proposal regarding issuing Shr Against For
annual report on feasibility of reaching
net zero.
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 935847509
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose B. Alvarez Mgmt For For
1b. Election of Director: Alan M. Bennett Mgmt For For
1c. Election of Director: Rosemary T. Berkery Mgmt For For
1d. Election of Director: David T. Ching Mgmt For For
1e. Election of Director: C. Kim Goodwin Mgmt For For
1f. Election of Director: Ernie Herrman Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: Carol Meyrowitz Mgmt For For
1i. Election of Director: Jackwyn L. Nemerov Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers as TJX's independent
registered public accounting firm for
fiscal 2024.
3. Advisory approval of TJX's executive Mgmt For For
compensation (the say-on-pay vote).
4. Advisory approval of the frequency of TJX's Mgmt 1 Year For
say-on-pay votes.
5. Shareholder proposal for a report on Shr Against For
effectiveness of social compliance efforts
in TJX's supply chain.
6. Shareholder proposal for a report on risk Shr Against For
to TJX from supplier misclassification of
supplier's employees.
7. Shareholder proposal to adopt a paid sick Shr Against For
leave policy for all Associates.
--------------------------------------------------------------------------------------------------------------------------
THE TRAVELERS COMPANIES, INC. Agenda Number: 935820983
--------------------------------------------------------------------------------------------------------------------------
Security: 89417E109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TRV
ISIN: US89417E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alan L. Beller Mgmt For For
1b. Election of Director: Janet M. Dolan Mgmt For For
1c. Election of Director: Russell G. Golden Mgmt For For
1d. Election of Director: Patricia L. Higgins Mgmt For For
1e. Election of Director: William J. Kane Mgmt For For
1f. Election of Director: Thomas B. Leonardi Mgmt For For
1g. Election of Director: Clarence Otis Jr. Mgmt For For
1h. Election of Director: Elizabeth E. Robinson Mgmt For For
1i. Election of Director: Philip T. Ruegger III Mgmt For For
1j. Election of Director: Rafael Santana Mgmt For For
1k. Election of Director: Todd C. Schermerhorn Mgmt For For
1l. Election of Director: Alan D. Schnitzer Mgmt For For
1m. Election of Director: Laurie J. Thomsen Mgmt For For
1n. Election of Director: Bridget van Kralingen Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as The Travelers Companies, Inc.'s
independent registered public accounting
firm for 2023.
3. Non-binding vote on the frequency of future Mgmt 1 Year For
votes to approve executive compensation.
4. Non-binding vote to approve executive Mgmt For For
compensation.
5. Approve The Travelers Companies, Inc. 2023 Mgmt For For
Stock Incentive Plan.
6. Shareholder proposal relating to the Shr Against For
issuance of a report on GHG emissions, if
presented at the Annual Meeting of
Shareholders.
7. Shareholder proposal relating to policies Shr Against For
regarding fossil fuel supplies, if
presented at the Annual Meeting of
Shareholders.
8. Shareholder proposal relating to conducting Shr Against For
a racial equity audit, if presented at the
Annual Meeting of Shareholders.
9. Shareholder proposal relating to the Shr Against For
issuance of a report on insuring law
enforcement, if presented at the Annual
Meeting of Shareholders.
10. Shareholder proposal relating to additional Shr Against For
disclosure of third party political
contributions, if presented at the Annual
Meeting of Shareholders.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 935766595
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Safra A. Catz Mgmt For For
1c. Election of Director: Amy L. Chang Mgmt For For
1d. Election of Director: Francis A. deSouza Mgmt For For
1e. Election of Director: Carolyn N. Everson Mgmt For For
1f. Election of Director: Michael B.G. Froman Mgmt For For
1g. Election of Director: Robert A. Iger Mgmt For For
1h. Election of Director: Maria Elena Mgmt For For
Lagomasino
1i. Election of Director: Calvin R. McDonald Mgmt For For
1j. Election of Director: Mark G. Parker Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal 2023.
3. Consideration of an advisory vote to Mgmt For For
approve executive compensation.
4. Consideration of an advisory vote on the Mgmt 1 Year For
frequency of advisory votes on executive
compensation.
5. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a report on
operations related to China.
6. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting charitable
contributions disclosure.
7. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a political
expenditures report.
--------------------------------------------------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC. Agenda Number: 935779706
--------------------------------------------------------------------------------------------------------------------------
Security: 969457100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WMB
ISIN: US9694571004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Mgmt For For
Alan S. Armstrong
1b. Election of Director for a one-year term: Mgmt For For
Stephen W. Bergstrom
1c. Election of Director for a one-year term: Mgmt For For
Michael A. Creel
1d. Election of Director for a one-year term: Mgmt For For
Stacey H. Dore
1e. Election of Director for a one-year term: Mgmt For For
Carri A. Lockhart
1f. Election of Director for a one-year term: Mgmt For For
Richard E. Muncrief
1g. Election of Director for a one-year term: Mgmt For For
Peter A. Ragauss
1h. Election of Director for a one-year term: Mgmt For For
Rose M. Robeson
1i. Election of Director for a one-year term: Mgmt For For
Scott D. Sheffield
1j. Election of Director for a one-year term: Mgmt For For
Murray D. Smith
1k. Election of Director for a one-year term: Mgmt For For
William H. Spence
1l. Election of Director for a one-year term: Mgmt For For
Jesse J. Tyson
2. Ratify the selection of Ernst & Young LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
3. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes to
approve the compensation of the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TRUIST FINANCIAL CORPORATION Agenda Number: 935775607
--------------------------------------------------------------------------------------------------------------------------
Security: 89832Q109
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: TFC
ISIN: US89832Q1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jennifer S. Banner Mgmt For For
1b. Election of Director: K. David Boyer, Jr. Mgmt For For
1c. Election of Director: Agnes Bundy Scanlan Mgmt For For
1d. Election of Director: Anna R. Cablik Mgmt For For
1e. Election of Director: Dallas S. Clement Mgmt For For
1f. Election of Director: Paul D. Donahue Mgmt For For
1g. Election of Director: Patrick C. Graney III Mgmt For For
1h. Election of Director: Linnie M. Haynesworth Mgmt For For
1i. Election of Director: Kelly S. King Mgmt For For
1j. Election of Director: Easter A. Maynard Mgmt For For
1k. Election of Director: Donna S. Morea Mgmt For For
1l. Election of Director: Charles A. Patton Mgmt For For
1m. Election of Director: Nido R. Qubein Mgmt For For
1n. Election of Director: David M. Ratcliffe Mgmt For For
1o. Election of Director: William H. Rogers, Mgmt For For
Jr.
1p. Election of Director: Frank P. Scruggs, Jr. Mgmt For For
1q. Election of Director: Christine Sears Mgmt For For
1r. Election of Director: Thomas E. Skains Mgmt For For
1s. Election of Director: Bruce L. Tanner Mgmt For For
1t. Election of Director: Thomas N. Thompson Mgmt For For
1u. Election of Director: Steven C. Voorhees Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Truist's
independent registered public accounting
firm for 2023.
3. Advisory vote to approve Truist's executive Mgmt For For
compensation program.
4. To recommend that a non-binding, advisory Mgmt 1 Year For
vote to approve Truist's executive
compensation program be put to shareholders
for their consideration every: one; two; or
three years.
5. Shareholder proposal regarding an Shr Against For
independent Chairman of the Board of
Directors, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
TWITTER, INC. Agenda Number: 935694174
--------------------------------------------------------------------------------------------------------------------------
Security: 90184L102
Meeting Type: Special
Meeting Date: 13-Sep-2022
Ticker: TWTR
ISIN: US90184L1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger Mgmt For For
(as it may be amended from time to time,
the "Merger Agreement") dated as of April
25, 2022, by and among X Holdings I, Inc.,
X Holdings II, Inc., Twitter, Inc., and,
solely for the purposes of certain
provisions of the Merger Agreement, Elon R.
Musk.
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation that will or may
become payable by Twitter to its named
executive officers in connection with the
merger.
3. To approve any proposal to adjourn the Mgmt For For
Special Meeting, from time to time, to a
later date or dates, if necessary or
appropriate, to solicit additional proxies
if there are insufficient votes to adopt
the Merger Agreement at the time of the
Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
U.S. BANCORP Agenda Number: 935771914
--------------------------------------------------------------------------------------------------------------------------
Security: 902973304
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: USB
ISIN: US9029733048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Warner L. Baxter Mgmt For For
1b. Election of Director: Dorothy J. Bridges Mgmt For For
1c. Election of Director: Elizabeth L. Buse Mgmt For For
1d. Election of Director: Andrew Cecere Mgmt For For
1e. Election of Director: Alan B. Colberg Mgmt For For
1f. Election of Director: Kimberly N. Mgmt For For
Ellison-Taylor
1g Election of Director: Kimberly J. Harris Mgmt For For
1h. Election of Director: Roland A. Hernandez Mgmt For For
1i. Election of Director: Richard P. McKenney Mgmt For For
1j. Election of Director: Yusuf I. Mehdi Mgmt For For
1k. Election of Director: Loretta E. Reynolds Mgmt For For
1l. Election of Director: John P. Wiehoff Mgmt For For
1m. Election of Director: Scott W. Wine Mgmt For For
2. An advisory vote to approve the Mgmt For For
compensation of our executives disclosed in
the proxy statement.
3. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. The ratification of the selection of Ernst Mgmt For For
& Young LLP as our independent auditor for
the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
UDR, INC. Agenda Number: 935821517
--------------------------------------------------------------------------------------------------------------------------
Security: 902653104
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: UDR
ISIN: US9026531049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Katherine A. Mgmt For For
Cattanach
1b. ELECTION OF DIRECTOR: Jon A. Grove Mgmt For For
1c. ELECTION OF DIRECTOR: Mary Ann King Mgmt For For
1d. ELECTION OF DIRECTOR: James D. Klingbeil Mgmt For For
1e. ELECTION OF DIRECTOR: Clint D. McDonnough Mgmt For For
1f. ELECTION OF DIRECTOR: Robert A. McNamara Mgmt For For
1g. ELECTION OF DIRECTOR: Diane M. Morefield Mgmt For For
1h. ELECTION OF DIRECTOR: Kevin C. Nickelberry Mgmt For For
1i. ELECTION OF DIRECTOR: Mark R. Patterson Mgmt For For
1j. ELECTION OF DIRECTOR: Thomas W. Toomey Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP to serve as independent registered
public accounting firm for the year ending
December 31, 2023.
4. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 935831241
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: ULTA
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michelle L. Collins Mgmt For For
1b. Election of Director: Patricia A. Little Mgmt For For
1c. Election of Director: Heidi G. Petz Mgmt For For
1d. Election of Director: Michael C. Smith Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to declassify our Board of
Directors and provide for the annual
election of directors.
3. To approve amendments to our Bylaws to Mgmt For For
provide that directors may be removed by
the holders of a majority of the shares
then entitled to vote at an election of
directors and, if Proposal 2 is approved,
with or without cause.
4. To approve an amendment to our Certificate Mgmt For For
of Incorporation to replace all
supermajority voting standards for
amendments to the Certificate of
Incorporation with a majority standard.
5. To approve an amendment to our Bylaws to Mgmt For For
replace all supermajority voting standards
for amendments to the Bylaws with a
majority standard.
6. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year 2023,
ending February 3, 2024.
7. Advisory resolution to approve the Mgmt For For
Company's executive compensation.
8. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the Company's executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
UNION PACIFIC CORPORATION Agenda Number: 935805703
--------------------------------------------------------------------------------------------------------------------------
Security: 907818108
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: UNP
ISIN: US9078181081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: William J. DeLaney Mgmt For For
1b. Election of Director: David B. Dillon Mgmt For For
1c. Election of Director: Sheri H. Edison Mgmt For For
1d. Election of Director: Teresa M. Finley Mgmt For For
1e. Election of Director: Lance M. Fritz Mgmt For For
1f. Election of Director: Deborah C. Hopkins Mgmt For For
1g. Election of Director: Jane H. Lute Mgmt For For
1h. Election of Director: Michael R. McCarthy Mgmt For For
1i. Election of Director: Jose H. Villarreal Mgmt For For
1j. Election of Director: Christopher J. Mgmt For For
Williams
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm of the Company for
2023.
3. An advisory vote to approve executive Mgmt For For
compensation ("Say On Pay").
4. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation
("Say on Frequency").
5. Shareholder proposal regarding independent Shr Against For
board chairman.
6. Shareholder proposal requesting an Shr Against For
amendment to our Bylaws to require
shareholder approval for certain future
amendments.
7. Shareholder proposal requesting a paid sick Shr Against For
leave policy.
--------------------------------------------------------------------------------------------------------------------------
UNITED PARCEL SERVICE, INC. Agenda Number: 935783894
--------------------------------------------------------------------------------------------------------------------------
Security: 911312106
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: UPS
ISIN: US9113121068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until 2024 Mgmt For For
annual meeting: Carol B. Tome
1b. Election of Director to serve until 2024 Mgmt For For
annual meeting: Rodney C. Adkins
1c. Election of Director to serve until 2024 Mgmt For For
annual meeting: Eva C. Boratto
1d. Election of Director to serve until 2024 Mgmt For For
annual meeting: Michael J. Burns
1e. Election of Director to serve until 2024 Mgmt For For
annual meeting: Wayne M. Hewett
1f. Election of Director to serve until 2024 Mgmt For For
annual meeting: Angela Hwang
1g. Election of Director to serve until 2024 Mgmt For For
annual meeting: Kate E. Johnson
1h. Election of Director to serve until 2024 Mgmt For For
annual meeting: William R. Johnson
1i. Election of Director to serve until 2024 Mgmt For For
annual meeting: Franck J. Moison
1j. Election of Director to serve until 2024 Mgmt For For
annual meeting: Christiana Smith Shi
1k. Election of Director to serve until 2024 Mgmt For For
annual meeting: Russell Stokes
1l. Election of Director to serve until 2024 Mgmt For For
annual meeting: Kevin Warsh
2. To approve on an advisory basis named Mgmt For For
executive officer compensation.
3. To approve on an advisory basis the Mgmt 1 Year For
frequency of future advisory votes on named
executive officer compensation.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as UPS's independent registered
public accounting firm for the year ending
December 31, 2023.
5. To reduce the voting power of UPS class A Shr Against For
stock from 10 votes per share to one vote
per share.
6. To adopt independently verified Shr Against For
science-based greenhouse gas emissions
reduction targets.
7. To prepare a report on integrating GHG Shr Against For
emissions reductions targets into executive
compensation.
8. To prepare a report on addressing the Shr Against For
impact of UPS's climate change strategy on
relevant stakeholders consistent with the
"Just Transition" guidelines.
9. To prepare a report on risks or costs Shr Against For
caused by state policies restricting
reproductive rights.
10. To prepare a report on the impact of UPS's Shr Against For
DE&I policies on civil rights,
non-discrimination and returns to merit,
and the company's business.
11. To prepare an annual report on the Shr Against For
effectiveness of UPS's diversity, equity
and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VALERO ENERGY CORPORATION Agenda Number: 935793706
--------------------------------------------------------------------------------------------------------------------------
Security: 91913Y100
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: VLO
ISIN: US91913Y1001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Fred M. Diaz
1b. Election of Director to serve until the Mgmt For For
2024 Annual meeting: H. Paulett Eberhart
1c. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Marie A. Ffolkes
1d. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Joseph W. Gorder
1e. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Kimberly S. Greene
1f. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Deborah P. Majoras
1g. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Eric D. Mullins
1h. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Donald L. Nickles
1i. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Robert A. Profusek
1j. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Randall J.
Weisenburger
1k. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Rayford Wilkins, Jr.
2. Ratify the appointment of KPMG LLP as Mgmt For For
Valero's independent registered public
accounting firm for 2023.
3. Advisory vote to approve the 2022 Mgmt For For
compensation of named executive officers.
4. Advisory vote to recommend the frequency of Mgmt 1 Year For
stockholder advisory votes on compensation
of named executive officers.
5. Stockholder proposal to set different GHG Shr Against For
emissions reductions targets (Scopes 1, 2,
and 3).
6. Stockholder proposal to oversee and issue Shr Against For
an additional racial equity audit and
report.
--------------------------------------------------------------------------------------------------------------------------
VERISK ANALYTICS, INC. Agenda Number: 935809458
--------------------------------------------------------------------------------------------------------------------------
Security: 92345Y106
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: VRSK
ISIN: US92345Y1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vincent K. Brooks Mgmt For For
1b. Election of Director: Jeffrey Dailey Mgmt For For
1c. Election of Director: Wendy Lane Mgmt For For
1d. Election of Director: Lee M. Shavel Mgmt For For
1e. Election of Director: Kimberly S. Stevenson Mgmt For For
1f. Election of Director: Olumide Soroye Mgmt For For
2. To approve executive compensation on an Mgmt For For
advisory, non-binding basis.
3. To recommend the frequency of executive Mgmt 1 Year For
compensation votes on an advisory,
non-binding basis.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent auditor for
the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 935790700
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: VZ
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Shellye Archambeau Mgmt For For
1B. Election of Director: Roxanne Austin Mgmt For For
1C. Election of Director: Mark Bertolini Mgmt For For
1D. Election of Director: Vittorio Colao Mgmt For For
1E. Election of Director: Melanie Healey Mgmt For For
1F. Election of Director: Laxman Narasimhan Mgmt For For
1G. Election of Director: Clarence Otis, Jr. Mgmt For For
1H. Election of Director: Daniel Schulman Mgmt For For
1I. Election of Director: Rodney Slater Mgmt For For
1J. Election of Director: Carol Tome Mgmt For For
1K. Election of Director: Hans Vestberg Mgmt For For
1L. Election of Director: Gregory Weaver Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratification of appointment of independent Mgmt For For
registered public accounting firm
5. Government requests to remove content Shr Against For
6. Prohibit political contributions Shr Against For
7. Amend clawback policy Shr Against For
8. Shareholder ratification of annual equity Shr For Against
awards
9. Independent chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
VERTEX PHARMACEUTICALS INCORPORATED Agenda Number: 935809852
--------------------------------------------------------------------------------------------------------------------------
Security: 92532F100
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: VRTX
ISIN: US92532F1003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Sangeeta Bhatia Mgmt For For
1.2 Election of Director: Lloyd Carney Mgmt For For
1.3 Election of Director: Alan Garber Mgmt For For
1.4 Election of Director: Terrence Kearney Mgmt For For
1.5 Election of Director: Reshma Kewalramani Mgmt For For
1.6 Election of Director: Jeffrey Leiden Mgmt For For
1.7 Election of Director: Diana McKenzie Mgmt For For
1.8 Election of Director: Bruce Sachs Mgmt For For
1.9 Election of Director: Suketu Upadhyay Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
independent Registered Public Accounting
firm for the year ending December 31, 2023.
3. Advisory vote to approve named executive Mgmt For For
office compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
VF CORPORATION Agenda Number: 935676455
--------------------------------------------------------------------------------------------------------------------------
Security: 918204108
Meeting Type: Annual
Meeting Date: 26-Jul-2022
Ticker: VFC
ISIN: US9182041080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard T. Carucci Mgmt For For
1b. Election of Director: Alex Cho Mgmt For For
1c. Election of Director: Juliana L. Chugg Mgmt For For
1d. Election of Director: Benno Dorer Mgmt For For
1e. Election of Director: Mark S. Hoplamazian Mgmt For For
1f. Election of Director: Laura W. Lang Mgmt For For
1g. Election of Director: W. Rodney McMullen Mgmt For For
1h. Election of Director: Clarence Otis, Jr. Mgmt For For
1i. Election of Director: Steven E. Rendle Mgmt For For
1j. Election of Director: Carol L. Roberts Mgmt For For
1k. Election of Director: Matthew J. Shattock Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as VF's
independent registered public accounting
firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WALMART INC. Agenda Number: 935833144
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cesar Conde Mgmt For For
1b. Election of Director: Timothy P. Flynn Mgmt For For
1c. Election of Director: Sarah J. Friar Mgmt For For
1d. Election of Director: Carla A. Harris Mgmt For For
1e. Election of Director: Thomas W. Horton Mgmt For For
1f. Election of Director: Marissa A. Mayer Mgmt For For
1g. Election of Director: C. Douglas McMillon Mgmt For For
1h. Election of Director: Gregory B. Penner Mgmt For For
1i. Election of Director: Randall L. Stephenson Mgmt For For
1j. Election of Director: S. Robson Walton Mgmt For For
1k. Election of Director: Steuart L. Walton Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Ernst & Young LLP as Mgmt For For
Independent Accountants.
5. Policy Regarding Worker Pay in Executive Shr Against For
Compensation.
6. Report on Human Rights Due Diligence. Shr Against For
7. Racial Equity Audit. Shr Against For
8. Racial and Gender Layoff Diversity Report. Shr Against For
9. Request to Require Shareholder Approval of Shr Against For
Certain Future Bylaw Amendments.
10. Report on Reproductive Rights and Data Shr Against For
Privacy.
11. Communist China Risk Audit. Shr Against For
12. Workplace Safety & Violence Review. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
--------------------------------------------------------------------------------------------------------------------------
WELLTOWER INC. Agenda Number: 935820173
--------------------------------------------------------------------------------------------------------------------------
Security: 95040Q104
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: WELL
ISIN: US95040Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kenneth J. Bacon Mgmt For For
1b. Election of Director: Karen B. DeSalvo Mgmt For For
1c. Election of Director: Philip L. Hawkins Mgmt For For
1d. Election of Director: Dennis G. Lopez Mgmt For For
1e. Election of Director: Shankh Mitra Mgmt For For
1f. Election of Director: Ade J. Patton Mgmt For For
1g. Election of Director: Diana W. Reid Mgmt For For
1h. Election of Director: Sergio D. Rivera Mgmt For For
1i. Election of Director: Johnese M. Spisso Mgmt For For
1j. Election of Director: Kathryn M. Sullivan Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as independent registered
public accounting firm for the year ending
December 31, 2023.
3. The approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers as disclosed in the 2023 Proxy
Statement.
4. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
WESTERN DIGITAL CORPORATION Agenda Number: 935716906
--------------------------------------------------------------------------------------------------------------------------
Security: 958102105
Meeting Type: Annual
Meeting Date: 16-Nov-2022
Ticker: WDC
ISIN: US9581021055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kimberly E. Alexy Mgmt For For
1b. Election of Director: Thomas Caulfield Mgmt For For
1c. Election of Director: Martin I. Cole Mgmt For For
1d. Election of Director: Tunc Doluca Mgmt For For
1e. Election of Director: David V. Goeckeler Mgmt For For
1f. Election of Director: Matthew E. Massengill Mgmt For For
1g. Election of Director: Stephanie A. Streeter Mgmt For For
1h. Election of Director: Miyuki Suzuki Mgmt For For
2. Approval on an advisory basis of the named Mgmt For For
executive officer compensation disclosed in
the Proxy Statement.
3. Approval of an amendment and restatement of Mgmt For For
our 2021 Long-Term Incentive Plan to
increase by 2.75 million the number of
shares of our common stock available for
issuance under that plan.
4. Approval of an amendment and restatement of Mgmt For For
our 2005 Employee Stock Purchase Plan to
increase by 6 million the number of shares
of our common stock available for issuance
under that plan.
5. Ratification of the appointment of KPMG LLP Mgmt For For
as our independent registered public
accounting firm for fiscal 2023.
--------------------------------------------------------------------------------------------------------------------------
WEYERHAEUSER COMPANY Agenda Number: 935795407
--------------------------------------------------------------------------------------------------------------------------
Security: 962166104
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: WY
ISIN: US9621661043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Emmert Mgmt For For
1b. Election of Director: Rick R. Holley Mgmt For For
1c. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1d. Election of Director: Deidra C. Merriwether Mgmt For For
1e. Election of Director: Al Monaco Mgmt For For
1f. Election of Director: Nicole W. Piasecki Mgmt For For
1g. Election of Director: Lawrence A. Selzer Mgmt For For
1h. Election of Director: Devin W. Stockfish Mgmt For For
1i. Election of Director: Kim Williams Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of the named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of the named executive
officers.
4. Ratification of the selection of Mgmt For For
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
XCEL ENERGY INC. Agenda Number: 935814651
--------------------------------------------------------------------------------------------------------------------------
Security: 98389B100
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: XEL
ISIN: US98389B1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Megan Burkhart Mgmt For For
1b. Election of Director: Lynn Casey Mgmt For For
1c. Election of Director: Bob Frenzel Mgmt For For
1d. Election of Director: Netha Johnson Mgmt For For
1e. Election of Director: Patricia Kampling Mgmt For For
1f. Election of Director: George Kehl Mgmt For For
1g. Election of Director: Richard O'Brien Mgmt For For
1h. Election of Director: Charles Pardee Mgmt For For
1i. Election of Director: Christopher Mgmt For For
Policinski
1j. Election of Director: James Prokopanko Mgmt For For
1k. Election of Director: Kim Williams Mgmt For For
1l. Election of Director: Daniel Yohannes Mgmt For For
2. Approval of Xcel Energy Inc.'s executive Mgmt For For
compensation in an advisory vote (say on
pay vote)
3. Approval of the frequency of say on pay Mgmt 1 Year For
votes
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Xcel Energy Inc.'s
independent registered public accounting
firm for 2023
--------------------------------------------------------------------------------------------------------------------------
XYLEM INC. Agenda Number: 935836936
--------------------------------------------------------------------------------------------------------------------------
Security: 98419M100
Meeting Type: Special
Meeting Date: 11-May-2023
Ticker: XYL
ISIN: US98419M1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to approve the issuance of shares Mgmt For For
of Xylem Inc. common stock to the holders
of Evoqua Water Technologies Corp. common
stock pursuant to the terms and conditions
of that certain Agreement and Plan of
Merger, dated as of January 22, 2023, by
and among Xylem Inc., Fore Merger Sub, Inc.
and Evoqua Water Technologies Corp.
2. Proposal to approve the adjournment of the Mgmt For For
Xylem Inc. special meeting of shareholders
to a later date or time, as necessary or
appropriate, in the event there are
insufficient votes at the special meeting
of shareholders to approve the Share
Issuance Proposal.
--------------------------------------------------------------------------------------------------------------------------
XYLEM INC. Agenda Number: 935794063
--------------------------------------------------------------------------------------------------------------------------
Security: 98419M100
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: XYL
ISIN: US98419M1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Patrick K. Decker Mgmt For For
1c. Election of Director: Earl R. Ellis Mgmt For For
1d. Election of Director: Robert F. Friel Mgmt For For
1e. Election of Director: Victoria D. Harker Mgmt For For
1f. Election of Director: Steven R. Loranger Mgmt For For
1g. Election of Director: Mark D. Morelli Mgmt For For
1h. Election of Director: Jerome A. Peribere Mgmt For For
1i. Election of Director: Lila Tretikov Mgmt For For
1j. Election of Director: Uday Yadav Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
3. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
4. Shareholder proposal requesting a policy Shr Against For
requiring an independent board chair, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
ZIMMER BIOMET HOLDINGS, INC. Agenda Number: 935784909
--------------------------------------------------------------------------------------------------------------------------
Security: 98956P102
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: ZBH
ISIN: US98956P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Christopher B. Begley Mgmt For For
1b. Election of Director: Betsy J. Bernard Mgmt For For
1c. Election of Director: Michael J. Farrell Mgmt For For
1d. Election of Director: Robert A. Hagemann Mgmt For For
1e. Election of Director: Bryan C. Hanson Mgmt For For
1f. Election of Director: Arthur J. Higgins Mgmt For For
1g. Election of Director: Maria Teresa Hilado Mgmt For For
1h. Election of Director: Syed Jafry Mgmt For For
1i. Election of Director: Sreelakshmi Kolli Mgmt For For
1j. Election of Director: Michael W. Michelson Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023
3. Approve, on a non-binding advisory basis, Mgmt For For
named executive officer compensation ("Say
on Pay")
4. Approve, on a non-binding advisory basis, Mgmt 1 Year For
the frequency of future Say on Pay votes
--------------------------------------------------------------------------------------------------------------------------
ZIONS BANCORPORATION Agenda Number: 935776015
--------------------------------------------------------------------------------------------------------------------------
Security: 989701107
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ZION
ISIN: US9897011071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Maria Contreras-Sweet Mgmt For For
1B. Election of Director: Gary L. Crittenden Mgmt For For
1C. Election of Director: Suren K. Gupta Mgmt For For
1D. Election of Director: Claire A. Huang Mgmt For For
1E. Election of Director: Vivian S. Lee Mgmt For For
1F. Election of Director: Scott J. McLean Mgmt For For
1G. Election of Director: Edward F. Murphy Mgmt For For
1H. Election of Director: Stephen D. Quinn Mgmt For For
1I. Election of Director: Harris H. Simmons Mgmt For For
1J. Election of Director: Aaron B. Skonnard Mgmt For For
1K. Election of Director: Barbara A. Yastine Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Independent Registered
Public Accounting Firm to audit the Bank's
financial statements for the current fiscal
year.
3. Approval, on a nonbinding advisory basis, Mgmt For For
of the compensation paid to the Bank's
named executive officers with respect to
fiscal year ended December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
ZOETIS INC. Agenda Number: 935801224
--------------------------------------------------------------------------------------------------------------------------
Security: 98978V103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ZTS
ISIN: US98978V1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Vanessa Broadhurst Mgmt For For
1c. Election of Director: Frank A. D'Amelio Mgmt For For
1d. Election of Director: Michael B. Mgmt For For
McCallister
1e. Election of Director: Gregory Norden Mgmt For For
1f. Election of Director: Louise M. Parent Mgmt For For
1g. Election of Director: Kristin C. Peck Mgmt For For
1h. Election of Director: Robert W. Scully Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Ratification of appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for 2023.
4. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to create a
right to call a special meeting.
5. Shareholder proposal regarding ability to Shr Against For
call a special meeting.
Calamos High Income Opportunities Fund
--------------------------------------------------------------------------------------------------------------------------
ALTICE USA, INC. Agenda Number: 935854770
--------------------------------------------------------------------------------------------------------------------------
Security: 02156K103
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: ATUS
ISIN: US02156K1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alexandre Fonseca Mgmt For For
1b. Election of Director: Patrick Drahi Mgmt For For
1c. Election of Director: David Drahi Mgmt For For
1d. Election of Director: Dexter Goei Mgmt For For
1e. Election of Director: Mark Mullen Mgmt For For
1f. Election of Director: Dennis Okhuijsen Mgmt For For
1g. Election of Director: Susan Schnabel Mgmt For For
1h. Election of Director: Charles Stewart Mgmt Against Against
1i. Election of Director: Raymond Svider Mgmt For For
2. To ratify the appointment of the Company's Mgmt For For
Independent Registered Public Accounting
Firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CUMULUS MEDIA INC. Agenda Number: 935799924
--------------------------------------------------------------------------------------------------------------------------
Security: 231082801
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: CMLS
ISIN: US2310828015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Mary G. Berner Mgmt For For
Matthew C. Blank Mgmt For For
Thomas H. Castro Mgmt For For
Deborah A. Farrington Mgmt For For
Joan Hogan Gillman Mgmt For For
Andrew W. Hobson Mgmt For For
Brian G. Kushner Mgmt For For
2. Proposal to approve, on an advisory basis, Mgmt For For
the compensation paid to the Company's
named executive officers.
3. Proposal to approve, on an advisory basis, Mgmt 1 Year For
the frequency of future advisory
shareholder votes on the compensation paid
to the Company's named executive officers.
4. Proposal to approve an amendment and Mgmt For For
restatement of the Cumulus Media Inc. 2020
Equity and Incentive Compensation Plan.
5. Proposal to ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
ENTERPRISE PRODUCTS PARTNERS L.P. Agenda Number: 935724371
--------------------------------------------------------------------------------------------------------------------------
Security: 293792107
Meeting Type: Special
Meeting Date: 22-Nov-2022
Ticker: EPD
ISIN: US2937921078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to approve the amendment and Mgmt For For
restatement of the 2008 Enterprise Products
Long-Term Incentive Plan
2. Proposal to approve the amendment and Mgmt For For
restatement of the EPD Unit Purchase Plan
--------------------------------------------------------------------------------------------------------------------------
GULFPORT ENERGY CORPORATION Agenda Number: 935824549
--------------------------------------------------------------------------------------------------------------------------
Security: 402635601
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker:
ISIN: US4026356018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Timothy J. Cutt
1.2 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: David Wolf
1.3 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Guillermo (Bill)
Martinez
1.4 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Jason Martinez
1.5 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: David Reganato
1.6 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: John Reinhart
1.7 Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Mary Shafer-Malicki
2. To ratify the appointment of Grant Thornton Mgmt For For
LLP as the Company's independent auditors
for the fiscal year ending December 31,
2023 (the Auditors Ratification Proposal or
Proposal 2).
3. To approve, on an advisory, non-binding Mgmt For For
basis, the compensation paid to the
Company's named executive officers as
described in this proxy statement (the
Say-On-Pay Proposal or Proposal 3).
4. To approve, on an advisory, non-binding Mgmt 1 Year For
basis, the frequency of advisory
stockholder votes on the compensation paid
to the Company's named executive officers
(the Say on Frequency Proposal or Proposal
4).
--------------------------------------------------------------------------------------------------------------------------
INTELSAT S.A. Agenda Number: 935878491
--------------------------------------------------------------------------------------------------------------------------
Security: L5217E120
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker:
ISIN: LU2445093128
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Approval of the statutory stand-alone Mgmt For For
financial statements
3. Approval of the consolidated financial Mgmt For For
statements
4. Approval of discharge (quitus) to directors Mgmt For For
for proper performance of their duties
5. Approval of carry forward of net results Mgmt For For
6. Confirmation of David Wajsgras (co-opted) Mgmt For For
as director
7. Confirmation of David Mack (co-opted) as Mgmt For For
director
8a. Re-election of Director: Roy Chestnutt Mgmt For For
8b. Re-election of Director: Lisa Hammitt Mgmt For For
8c. Re-election of Director: David Mack Mgmt For For
8d. Re-election of Director: Marc Montagner Mgmt For For
8e. Re-election of Director: Easwaran Sundaram Mgmt For For
8f. Re-election of Director: David Wajsgras Mgmt For For
8g. Re-election of Director: Jinhy Yoon Mgmt For For
9. Ratification of directors' remuneration for Mgmt For For
2022
10. Approval of directors' remuneration for Mgmt For For
2023
11. Approval of re-appointment of KPMG Audit Mgmt For For
S.a r.l. as approved statutory auditor
12. Approval of share repurchases and treasury Mgmt For For
share holdings, pursuant to and in line
with Article 9 of the articles of
association of the Company (relating to
communication laws)
--------------------------------------------------------------------------------------------------------------------------
MAGELLAN MIDSTREAM PARTNERS, L.P. Agenda Number: 935767838
--------------------------------------------------------------------------------------------------------------------------
Security: 559080106
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: MMP
ISIN: US5590801065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Sivasankaran Mgmt For For
Somasundaram
1.2 Election of Director: Chansoo Joung Mgmt For For
1.3 Election of Director: Aaron L. Milford Mgmt For For
1.4 Election of Director: James R. Montague Mgmt For For
2. Advisory Resolution to Approve Executive Mgmt For For
Compensation
3. Advisory Resolution to Approve Executive Mgmt 1 Year For
Compensation Vote Frequency
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm for 2023
--------------------------------------------------------------------------------------------------------------------------
MALLINCKRODT PLC Agenda Number: 935700244
--------------------------------------------------------------------------------------------------------------------------
Security: G5890A102
Meeting Type: Annual
Meeting Date: 29-Sep-2022
Ticker: MNKPF
ISIN: IE000O3L0NQ3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Daniel A. Celentano Mgmt For For
1c. Election of Director: Riad H. El-Dada Mgmt For For
1d. Election of Director: Neal P. Goldman Mgmt For For
1e. Election of Director: Karen L. Ling Mgmt For For
1f. Election of Director: Woodrow A. Myers, Mgmt For For
Jr., M.D.
1g. Election of Director: James R. Sulat Mgmt For For
1h. Election of Director: Sigurdur O. Olafsson Mgmt For For
2. Advisory non-binding vote to approve the Mgmt For For
re-appointment of the independent auditors
and binding vote to authorize the Audit
Committee to set the independent auditors'
remuneration.
3. Advisory non-binding vote to approve the Mgmt For For
Company's executive compensation.
4. Authorize the Company and/or any subsidiary Mgmt For For
of the Company to make market purchases or
overseas market purchases of Company
shares.
5. Authorize the price range at which the Mgmt For For
Company can re-allot shares held as
treasury shares (Special Resolution).
--------------------------------------------------------------------------------------------------------------------------
MALLINCKRODT PLC Agenda Number: 935813851
--------------------------------------------------------------------------------------------------------------------------
Security: G5890A102
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: MNK
ISIN: IE000O3L0NQ3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Daniel A. Celentano Mgmt For For
1c. Election of Director: Riad H. El-Dada Mgmt For For
1d. Election of Director: Neal P. Goldman Mgmt For For
1e. Election of Director: Karen L. Ling Mgmt For For
1f. Election of Director: Woodrow A. Myers, Mgmt For For
Jr., M.D.
1g. Election of Director: Susan M. Silbermann Mgmt For For
1h. Election of Director: James R. Sulat Mgmt For For
1i. Election of Director: Sigurdur O. Olafsson Mgmt For For
2. Advisory non-binding vote to approve the Mgmt For For
re-appointment of the independent auditors
and binding vote to authorize the Audit
Committee to set the independent auditors'
remuneration.
3. Advisory non-binding vote to approve the Mgmt For For
Company's executive compensation.
4. Authorize the Company and/or any subsidiary Mgmt For For
of the Company to make market purchases or
overseas market purchases of Company
shares.
5. Authorize the price range at which the Mgmt For For
Company can re-allot shares held as
treasury shares (Special Resolution).
Calamos International Growth Fund
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO-FABRICATION EQUIPMENT INC. CHINA Agenda Number: 717189989
--------------------------------------------------------------------------------------------------------------------------
Security: Y001DM108
Meeting Type: EGM
Meeting Date: 18-May-2023
Ticker:
ISIN: CNE100003MM9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CHANGE OF DIRECTORS AND ADJUSTMENT OF Mgmt For For
MEMBERS OF SPECIAL COMMITTEES OF THE BOARD
--------------------------------------------------------------------------------------------------------------------------
ADVANTEST CORPORATION Agenda Number: 717320749
--------------------------------------------------------------------------------------------------------------------------
Security: J00210104
Meeting Type: AGM
Meeting Date: 27-Jun-2023
Ticker:
ISIN: JP3122400009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Yoshida,
Yoshiaki
1.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Douglas
Lefever
1.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tsukui, Koichi
1.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Urabe,
Toshimitsu
1.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Nicholas Benes
1.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Nishida, Naoto
2.1 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Kurita, Yuichi
2.2 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Nakada, Tomoko
3 Appoint a Substitute Director who is Audit Mgmt For For
and Supervisory Committee Member Nicholas
Benes
--------------------------------------------------------------------------------------------------------------------------
ADYEN N.V. Agenda Number: 716854408
--------------------------------------------------------------------------------------------------------------------------
Security: N3501V104
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: NL0012969182
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. OPENING AND ANNOUNCEMENTS Non-Voting
2.a. ANNUAL REPORT FOR THE FINANCIAL YEAR 2022 Non-Voting
2.b. ADOPTION OF THE ANNUAL ACCOUNTS FOR THE Mgmt For For
FINANCIAL YEAR 2022
2.c. DIVIDEND POLICY AND RESERVATION OF PROFITS Non-Voting
2.d. ADVISE ON THE REMUNERATION REPORT OVER THE Mgmt For For
FINANCIAL YEAR 2022 (ADVISORY VOTING ITEM)
2.e. DETERMINATION OF THE REMUNERATION POLICY Mgmt For For
FOR THE MANAGEMENT BOARD
2.f. DETERMINATION OF THE REMUNERATION POLICY Mgmt For For
FOR THE SUPERVISORY BOARD
2.g. APPROVAL OF AN INCREASED CAP ON VARIABLE Mgmt For For
REMUNERATION FOR STAFF MEMBERS WHO
PREDOMINANTLY PERFORM THEIR WORK OUTSIDE
THE EUROPEAN ECONOMIC AREA TO 200% OF FIXED
REMUNERATION
3. DISCHARGE OF THE MANAGEMENT BOARD MEMBERS Mgmt For For
4. DISCHARGE OF THE SUPERVISORY BOARD MEMBERS Mgmt For For
5. REAPPOINTMENT OF INGO UYTDEHAAGE AS MEMBER Mgmt For For
OF THE MANAGEMENT BOARD WITH THE TITLE
CO-CHIEF EXECUTIVE OFFICER
6. REAPPOINTMENT OF MARIETTE SWART AS MEMBER Mgmt For For
OF THE MANAGEMENT BOARD WITH THE TITLE
CHIEF RISK AND COMPLIANCE OFFICER
7. APPOINTMENT OF BROOKE NAYDEN AS MEMBER OF Mgmt For For
THE MANAGEMENT BOARD WITH THE TITLE CHIEF
HUMAN RESOURCES OFFICER
8. APPOINTMENT OF ETHAN TANDOWSKY AS MEMBER OF Mgmt For For
THE MANAGEMENT BOARD WITH THE TITLE CHIEF
FINANCIAL OFFICER
9. REAPPOINTMENT OF PAMELA JOSEPH AS MEMBER OF Mgmt For For
THE SUPERVISORY BOARD
10. REAPPOINTMENT OF JOEP VAN BEURDEN AS MEMBER Mgmt For For
OF THE SUPERVISORY BOARD
11. AMENDMENT TO THE ARTICLES OF ASSOCIATION OF Mgmt For For
THE COMPANY
12. AUTHORITY TO ISSUE SHARES Mgmt For For
13. AUTHORITY TO RESTRICT OR EXCLUDE Mgmt For For
PRE-EMPTIVE RIGHTS
14. AUTHORITY TO ACQUIRE OWN SHARES Mgmt For For
15. REAPPOINT PWC AS AUDITORS Mgmt For For
16. ANY OTHER BUSINESS AND CLOSING Non-Voting
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 24 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT OF
RESOLUTION 15. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
AIA GROUP LTD Agenda Number: 716976191
--------------------------------------------------------------------------------------------------------------------------
Security: Y002A1105
Meeting Type: AGM
Meeting Date: 18-May-2023
Ticker:
ISIN: HK0000069689
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100617.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0411/2023041100638.pdf
CMMT 19 APR 2023: PLEASE NOTE IN THE HONG KONG Non-Voting
MARKET THAT A VOTE OF "ABSTAIN" WILL BE
TREATED THE SAME AS A "TAKE NO ACTION"
VOTE.
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY, THE
REPORT OF THE DIRECTORS AND THE INDEPENDENT
AUDITORS REPORT FOR THE YEAR ENDED 31
DECEMBER 2022
2 TO DECLARE A FINAL DIVIDEND OF 113.40 HONG Mgmt For For
KONG CENTS PER SHARE FOR THE YEAR ENDED 31
DECEMBER 2022
3 TO RE-ELECT MR. EDMUND SZE-WING TSE AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
4 TO RE-ELECT MR. JACK CHAK-KWONG SO AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
5 TO RE-ELECT PROFESSOR LAWRENCE JUEN-YEE LAU Mgmt For For
AS INDEPENDENT NON-EXECUTIVE DIRECTOR OF
THE COMPANY
6 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
AUDITOR OF THE COMPANY AND TO AUTHORISE THE
BOARD OF DIRECTORS OF THE COMPANY TO FIX
ITS REMUNERATION
7A TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY, NOT EXCEEDING 10 PER
CENT OF THE NUMBER OF SHARES OF THE COMPANY
IN ISSUE AS AT THE DATE OF THIS RESOLUTION,
AND THE DISCOUNT FOR ANY SHARES TO BE
ISSUED SHALL NOT EXCEED 10 PER CENT TO THE
BENCHMARKED PRICE
7B TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO BUY BACK SHARES OF THE COMPANY, NOT
EXCEEDING 10 PER CENT OF THE NUMBER OF
SHARES OF THE COMPANY IN ISSUE AS AT THE
DATE OF THIS RESOLUTION
8 TO ADJUST THE LIMIT OF THE ANNUAL SUM OF Mgmt For For
THE DIRECTORS FEE TO USD 3,800,000
9 TO APPROVE AND ADOPT THE PROPOSED Mgmt For For
AMENDMENTS TO THE SHARE OPTION SCHEME OF
THE COMPANY
10 TO APPROVE AND ADOPT THE RESTRICTED SHARE Mgmt For For
UNIT SCHEME OF THE COMPANY WITH THE AMENDED
TERMS
11 TO APPROVE AND ADOPT THE EMPLOYEE SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
12 TO APPROVE AND ADOPT THE AGENCY SHARE Mgmt For For
PURCHASE PLAN OF THE COMPANY WITH THE
AMENDED TERMS
CMMT 19 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ALFEN N.V. Agenda Number: 716153565
--------------------------------------------------------------------------------------------------------------------------
Security: N0227W101
Meeting Type: EGM
Meeting Date: 21-Nov-2022
Ticker:
ISIN: NL0012817175
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. CHANGE TO THE SUPERVISORY BOARD: PROPOSAL Mgmt For For
TO APPOINT MS. JEANINE VAN DER VLIST AS
MEMBER OF THE SUPERVISORY BOARD
3. CLOSING Non-Voting
CMMT 10 OCT 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE. THANK YOU.
CMMT 10 OCT 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 935699807
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102
Meeting Type: Annual
Meeting Date: 30-Sep-2022
Ticker: BABA
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: DANIEL YONG ZHANG (To Mgmt For For
serve as a Group II director for a term of
office to expire at the third succeeding
annual general meeting after his or her
election.)
1.2 Election of Director: JERRY YANG (To serve Mgmt For For
as a Group II director for a term of office
to expire at the third succeeding annual
general meeting after his or her election.)
1.3 Election of Director: WAN LING MARTELLO (To Mgmt For For
serve as a Group II director for a term of
office to expire at the third succeeding
annual general meeting after his or her
election.)
1.4 Election of Director: WEIJIAN SHAN (To Mgmt For For
serve the remaining term of the Company's
Group I directors, which will end at the
Company's 2024 annual general meeting.)
1.5 Election of Director: IRENE YUN-LIEN LEE Mgmt For For
(To serve the remaining term of the
Company's Group I directors, which will end
at the Company's 2024 annual general
meeting.)
1.6 Election of Director: ALBERT KONG PING NG Mgmt For For
(To serve as a Group II director for a term
of office to expire at the third succeeding
annual general meeting after his or her
election.)
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers as the independent
registered public accounting firm of the
Company for the fiscal year ending March
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LTD Agenda Number: 715969448
--------------------------------------------------------------------------------------------------------------------------
Security: G01719114
Meeting Type: AGM
Meeting Date: 30-Sep-2022
Ticker:
ISIN: KYG017191142
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0808/2022080800976.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0808/2022080800994.pdf
1.1 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: DANIEL YONG
ZHANG
1.2 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: JERRY YANG
1.3 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: WAN LING
MARTELLO
1.4 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: WEIJIAN
SHAN
1.5 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: IRENE
YUN-LIEN LEE
1.6 ELECT THE FOLLOWING DIRECTOR NOMINEE TO Mgmt For For
SERVE ON THE BOARD OF DIRECTOR: ALBERT KONG
PING NG
2 RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY FOR THE FISCAL YEAR ENDING MARCH
31, 2023
--------------------------------------------------------------------------------------------------------------------------
AMADEUS IT GROUP S.A Agenda Number: 717207903
--------------------------------------------------------------------------------------------------------------------------
Security: E04648114
Meeting Type: AGM
Meeting Date: 20-Jun-2023
Ticker:
ISIN: ES0109067019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 EXAMINATION AND APPROVAL OF THE ANNUAL Mgmt For For
ACCOUNTS AND DIRECTORS REPORT OF THE
COMPANY RELATED TO THE FY 2022
2 EXAMINATION AND APPROVAL OF THE Mgmt For For
NON-FINANCIAL INFORMATION STATEMENT RELATED
TO THE FY 2022
3 ANNUAL REPORT ON DIRECTORS REMUNERATION Mgmt For For
2022 FOR AN ADVISORY VOTE
4 APPROVAL OF THE PROPOSAL ON THE Mgmt For For
APPROPRIATION OF 2022 RESULTS AND OTHER
COMPANY RESERVES
5 EXAMINATION AND APPROVAL OF THE MANAGEMENT Mgmt For For
CARRIED OUT BY THE BOARD OF DIRECTORS FOR
THE YEAR ENDED 2022
6.1 APPOINTMENT OF MR FRITS DIRK VAN PAASSCHEN Mgmt For For
AS INDEPENDENT DIRECTOR FOR A TERM OF THREE
YEARS
6.2 RE ELECTION OF MR WILLIAM CONNELLY AS Mgmt For For
INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR
6.3 RE ELECTION OF MR LUIS MAROTO CAMINO AS Mgmt For For
EXECUTIVE DIRECTOR FOR A TERM OF ONE YEAR
6.4 RE ELECTION OF MRS PILAR GARCIA CEBALLOS Mgmt For For
ZUNIGA AS INDEPENDENT DIRECTOR FOR A TERM
OF ONE YEAR
6.5 RE ELECTION OF MR. STEPHAN GEMKOW AS Mgmt For For
INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR
6.6 RE ELECTION OF MR PETER KUERPICK AS Mgmt For For
INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR
6.7 RE ELECTION OF MRS XIAOQUN CLEVER AS Mgmt For For
INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR
7 APPROVAL OF THE REMUNERATION OF THE MEMBERS Mgmt For For
OF THE BOARD OF DIRECTORS FOR FINANCIAL
YEAR 2023
8 DELEGATION OF POWERS TO THE BOARD FOR Mgmt For For
FORMALIZATION REMEDY IMPLEMENTATION OF THE
GENERAL MEETING RESOLUTIONS
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 21 JUN 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
ANA HOLDINGS INC. Agenda Number: 717354839
--------------------------------------------------------------------------------------------------------------------------
Security: J0156Q112
Meeting Type: AGM
Meeting Date: 27-Jun-2023
Ticker:
ISIN: JP3429800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Katanozaka, Shinya Mgmt For For
1.2 Appoint a Director Hirako, Yuji Mgmt For For
1.3 Appoint a Director Shibata, Koji Mgmt For For
1.4 Appoint a Director Fukuzawa, Ichiro Mgmt For For
1.5 Appoint a Director Hirasawa, Juichi Mgmt For For
1.6 Appoint a Director Kajita, Emiko Mgmt For For
1.7 Appoint a Director Inoue, Shinichi Mgmt For For
1.8 Appoint a Director Yamamoto, Ado Mgmt For For
1.9 Appoint a Director Kobayashi, Izumi Mgmt For For
1.10 Appoint a Director Katsu, Eijiro Mgmt For For
1.11 Appoint a Director Minegishi, Masumi Mgmt For For
2.1 Appoint a Corporate Auditor Kano, Nozomu Mgmt For For
2.2 Appoint a Corporate Auditor Mitsuhashi, Mgmt For For
Yukiko
--------------------------------------------------------------------------------------------------------------------------
ANDRITZ AG Agenda Number: 716728829
--------------------------------------------------------------------------------------------------------------------------
Security: A11123105
Meeting Type: OGM
Meeting Date: 29-Mar-2023
Ticker:
ISIN: AT0000730007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 PRESENTATION OF ANNUAL REPORTS Non-Voting
2 APPROVAL OF USAGE OF EARNINGS Mgmt For For
3 DISCHARGE OF MANAGEMENT BOARD Mgmt For For
4 DISCHARGE OF SUPERVISORY BOARD Mgmt For For
5 APPROVAL OF REMUNERATION FOR SUPERVISORY Mgmt For For
BOARD
6 ELECTION OF EXTERNAL AUDITOR Mgmt For For
7 APPROVAL REMUNERATION REPORT Mgmt For For
8 APPROVAL OF BUYBACK AND USAGE OF OWN SHARES Mgmt For For
9 AMENDMENT OF ARTICLES PAR. 3 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AON PLC Agenda Number: 935852726
--------------------------------------------------------------------------------------------------------------------------
Security: G0403H108
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: AON
ISIN: IE00BLP1HW54
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lester B. Knight Mgmt For For
1b. Election of Director: Gregory C. Case Mgmt For For
1c. Election of Director: Jin-Yong Cai Mgmt For For
1d. Election of Director: Jeffrey C. Campbell Mgmt For For
1e. Election of Director: Fulvio Conti Mgmt For For
1f. Election of Director: Cheryl A. Francis Mgmt For For
1g. Election of Director: Adriana Karaboutis Mgmt For For
1h. Election of Director: Richard C. Notebaert Mgmt For For
1i. Election of Director: Gloria Santona Mgmt For For
1j. Election of Director: Sarah E. Smith Mgmt For For
1k. Election of Director: Byron O. Spruell Mgmt For For
1l. Election of Director: Carolyn Y. Woo Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending December 31, 2023
5. Re-appoint Ernst & Young Chartered Mgmt For For
Accountants as the Company's statutory
auditor under Irish Law
6. Authorize the Board or the Audit Committee Mgmt For For
of the Board to determine the remuneration
of Ernst & Young Ireland, in its capacity
as the Company's statutory auditor under
Irish law.
7. Approve the Aon plc 2011 Incentive Plan, as Mgmt For For
amended and restated.
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDING NV Agenda Number: 716773533
--------------------------------------------------------------------------------------------------------------------------
Security: N07059202
Meeting Type: AGM
Meeting Date: 26-Apr-2023
Ticker:
ISIN: NL0010273215
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. OVERVIEW OF THE COMPANY S BUSINESS, Non-Voting
FINANCIAL SITUATION AND ESG SUSTAINABILITY
3.a. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
ADVISORY VOTE ON THE REMUNERATION REPORT
FOR THE BOARD OF MANAGEMENT AND THE
SUPERVISORY BOARD FOR THE FINANCIAL YEAR
2022
3.b. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS
OF THE COMPANY FOR THE FINANCIAL YEAR 2022,
AS PREPARED IN ACCORDANCE WITH DUTCH LAW
3.c. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Non-Voting
CLARIFICATION OF THE COMPANY'S RESERVES AND
DIVIDEND POLICY
3.d. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For
PROPOSAL TO ADOPT A DIVIDEND IN RESPECT OF
THE FINANCIAL YEAR 2022
4.a. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For
MEMBERS OF THE BOARD OF MANAGEMENT FROM
LIABILITY FOR THEIR RESPONSIBILITIES IN THE
FINANCIAL YEAR 2022
4.b. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For
MEMBERS OF THE SUPERVISORY BOARD FROM
LIABILITY FOR THEIR RESPONSIBILITIES IN THE
FINANCIAL YEAR 2022
5. PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For
FOR THE BOARD OF MANAGEMENT
6.a. REMUNERATION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO AMEND THE REMUNERATION POLICY
FOR THE SUPERVISORY BOARD
6.b. REMUNERATION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO AMEND THE REMUNERATION OF THE
MEMBERS OF THE SUPERVISORY BOARD
7. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting
NOTIFICATION OF THE INTENDED APPOINTMENT OF
MR. W.R. ALLAN
8.a. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO APPOINT MR. N.S. ANDERSEN AS A
MEMBER OF THE SUPERVISORY BOARD
8.b. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For
PROPOSAL TO APPOINT MR. J.P. DE KREIJ AS A
MEMBER OF THE SUPERVISORY BOARD
8.c. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting
COMPOSITION OF THE SUPERVISORY BOARD IN
2024
9. PROPOSAL TO APPOINT PRICEWATERHOUSECOOPERS Mgmt For For
ACCOUNTANTS N.V. AS EXTERNAL AUDITOR FOR
THE REPORTING YEAR 2025, IN LIGHT OF THE
MANDATORY EXTERNAL AUDITOR ROTATION
10.a. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PREEMPTION RIGHTS ACCRUING TO
SHAREHOLDERS: AUTHORIZATION TO ISSUE
ORDINARY SHARES OR GRANT RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES UP TO 5% FOR
GENERAL PURPOSES AND UP TO 5% IN CONNECTION
WITH OR ON THE OCCASION OF MERGERS,
ACQUISITIONS AND/OR (STRATEGIC) ALLIANCES
10.b. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PREEMPTION RIGHTS ACCRUING TO
SHAREHOLDERS: AUTHORIZATION OF THE BOARD OF
MANAGEMENT TO RESTRICT OR EXCLUDE
PRE-EMPTION RIGHTS IN CONNECTION WITH THE
AUTHORIZATIONS REFERRED TO IN ITEM 10 A)
11. PROPOSAL TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO REPURCHASE ORDINARY SHARES UP
TO 10% OF THE ISSUED SHARE CAPITAL
12. PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For
13. ANY OTHER BUSINESS Non-Voting
14. CLOSING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC Agenda Number: 716820041
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ACCOUNTS THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITOR AND
THE STRATEGIC REPORT FOR THE YEAR ENDED31
DECEMBER 2022
2 TO CONFIRM DIVIDENDS Mgmt For For
3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITOR
4 TO AUTHORISE THE DIRECTORS TO AGREE THE Mgmt For For
REMUNERATION
5A TO ELECT OR RE-ELECT MICHEL DEMARE Mgmt For For
5B TO ELECT OR RE-ELECT PASCAL SORIOT Mgmt For For
5C TO ELECT OR RE-ELECT ARADHANA SARIN Mgmt For For
5D TO ELECT OR RE-ELECT PHILIP BROADLEY Mgmt For For
5E TO ELECT OR RE-ELECT EUAN ASHLEY Mgmt For For
5F TO ELECT OR RE-ELECT DEBORAH DISANZO Mgmt For For
5G TO ELECT OR RE-ELECT DIANA LAYFIELD Mgmt For For
5H TO ELECT OR RE-ELECT SHERI MCCOY Mgmt For For
5I TO ELECT OR RE-ELECT TONY MOK Mgmt For For
5J TO ELECT OR RE-ELECT NAZNEEN RAHMAN Mgmt For For
5K TO ELECT OR RE-ELECT ANDREAS RUMMELT Mgmt For For
5L TO ELECT OR RE-ELECT MARCUS WALLENBERG Mgmt For For
6 TO APPROVE THE ANNUAL REPORT ON Mgmt For For
REMUNERATION FOR THE YEAR ENDED 31DECEMBER
2022
7 TO AUTHORISE LIMITED POLITICAL DONATIONS Mgmt For For
8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
9 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS
10 TO AUTHORISE THE DIRECTORS TO FURTHER Mgmt For For
DISAPPLY PRE-EMPTION RIGHTS FOR
ACQUISITIONS AND SPECIFIED CAPITAL
INVESTMENTS
11 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
12 TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For
MEETINGS
13 TO ADOPT NEW ARTICLES OF ASSOCIATION Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BP PLC Agenda Number: 716763772
--------------------------------------------------------------------------------------------------------------------------
Security: G12793108
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB0007980591
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT
3 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
POLICY
4 TO RE-ELECT H LUND AS A DIRECTOR Mgmt For For
5 TO RE-ELECT B LOONEY AS A DIRECTOR Mgmt For For
6 TO RE-ELECT M AUCHINCLOSS AS A DIRECTOR Mgmt For For
7 TO RE-ELECT P R REYNOLDS AS A DIRECTOR Mgmt For For
8 TO RE-ELECT M B MEYER AS A DIRECTOR Mgmt For For
9 TO RE-ELECT T MORZARIA AS A DIRECTOR Mgmt For For
10 TO RE-ELECT J SAWERS AS A DIRECTOR Mgmt For For
11 TO RE-ELECT P DALEY AS A DIRECTOR Mgmt For For
12 TO RE-ELECT K RICHARDSON AS A DIRECTOR Mgmt For For
13 TO RE-ELECT J TEYSSEN AS A DIRECTOR Mgmt For For
14 TO ELECT A BLANC AS A DIRECTOR Mgmt For For
15 TO ELECT S PAI AS A DIRECTOR Mgmt For For
16 TO ELECT H NAGARAJAN AS A DIRECTOR Mgmt For For
17 TO REAPPOINT DELOITTE LLP AS AUDITOR Mgmt For For
18 TO AUTHORIZE THE AUDIT COMMITTEE TO FIX THE Mgmt For For
AUDITOR'S REMUNERATION
19 TO AUTHORIZE THE COMPANY TO MAKE POLITICAL Mgmt For For
DONATIONS AND POLITICAL EXPENDITURE
20 TO AUTHORIZE THE DIRECTORS TO ALLOT SHARES Mgmt For For
21 TO AUTHORIZE THE DISAPPLICATION OF Mgmt For For
PRE-EMPTION RIGHTS
22 TO AUTHORIZE THE ADDITIONAL DISAPPLICATION Mgmt For For
OF PRE-EMPTION RIGHTS
23 TO GIVE LIMITED AUTHORITY FOR THE PURCHASE Mgmt For For
OF ITS OWN SHARES BY THE COMPANY
24 TO AUTHORIZE THE CALLING OF GENERAL Mgmt For For
MEETINGS OF THE COMPANY (NOT BEING AN
ANNUAL GENERAL MEETING) BY NOTICE OF AT
LEAST 14 CLEAR DAYS
25 FOLLOW THIS SHAREHOLDER RESOLUTION ON Shr Against For
CLIMATE CHANGE TARGETS
--------------------------------------------------------------------------------------------------------------------------
BRUNELLO CUCINELLI SPA Agenda Number: 716919672
--------------------------------------------------------------------------------------------------------------------------
Security: T2R05S109
Meeting Type: MIX
Meeting Date: 27-Apr-2023
Ticker:
ISIN: IT0004764699
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 874310 DUE TO RECEIVED SLATES
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
0010 FINANCIAL STATEMENTS OF THE COMPANY AS AT Mgmt For For
DECEMBER 31ST, 2022; PRESENTATION OF THE
CONSOLIDATED FINANCIAL STATEMENTS OF THE
BRUNELLO CUCINELLI GROUP AS AT DECEMBER
31ST, 2022; REPORTS OF THE DIRECTORS, OF
THE BOARD OF STATUTORY AUDITORS AND OF THE
AUDITING FIRM. PRESENTATION OF THE
CONSOLIDATED NON-FINANCIAL STATEMENT AS AT
DECEMBER 31ST, 2022, PURSUANT TO
LEGISLATIVE DECREE 254/2016. RESOLUTIONS
PERTAINING THERETO AND RESULTING THEREFROM
0020 PROPOSAL FOR THE ALLOCATION OF THE RESULTS Mgmt For For
OF THE FISCAL YEAR. RESOLUTIONS PERTAINING
THERETO AND RESULTING THEREFROM
0030 RESOLUTION PURSUANT TO ARTICLE 123-TER, Mgmt For For
PARAGRAPH 6, OF ITALIAN LEGISLATIVE DECREE
NO. 58/1998 ON THE SECOND SECTION OF THE
REPORT ON THE POLICY REGARDING REMUNERATION
AND FEES PAID PURSUANT TO ARTICLE 123-TER
OF ITALIAN LEGISLATIVE DECREE NO. 58/1998
0040 AUTHORIZATION TO PURCHASE AND DISPOSAL OF Mgmt For For
TREASURY SHARES PURSUANT TO ARTICLES 2357
AND 2357-TER OF THE ITALIAN CIVIL CODE FOR
THE PURPOSES OF THE "2022-2024 STOCK GRANT
PLAN" BASED ON THE ALLOCATION OF BRUNELLO
CUCINELLI S.P.A. ORDINARY SHARES, AFTER
REVOCATION, FOR THE PORTION NOT
IMPLEMENTED, OF THE RESOLUTION ON THE
AUTHORIZATION APPROVED BY THE ORDINARY
SHAREHOLDERS' MEETING ON APRIL 27TH, 2022
0050 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
DETERMINATION OF THE NUMBER OF MEMBERS OF
THE BOARD OF DIRECTORS
0060 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
DETERMINATION OF THE TERM OF THE BOARD OF
DIRECTORS' OFFICE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS DIRECTORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 1 OF THE 2
SLATES AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU.
007A APPOINTMENT OF THE BOARD OF DIRECTORS Shr No vote
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
APPOINTMENT OF THE MEMBERS OF THE BOARD OF
DIRECTORS. LIST PRESENTED BY FORO DELLE
ARTI S.R.L., REPRESENTING THE 50.05 PCT OF
THE SHARE CAPITAL
007B APPOINTMENT OF THE BOARD OF DIRECTORS Shr For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
APPOINTMENT OF THE MEMBERS OF THE BOARD OF
DIRECTORS. LIST PRESENTED BY A GROUP OF SGR
AND VARIOUS INSTITUTIONAL INVESTORS,
REPRESENTING TOGETHER THE 2.43 PCT OF THE
SHARE CAPITAL
0080 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
APPOINTMENT OF THE CHAIRMAN OF THE BOARD OF
DIRECTORS
0090 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
DETERMINATION OF THE REMUNERATION OF THE
MEMBERS OF THE BOARD OF DIRECTORS
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
OPTIONS TO INDICATE A PREFERENCE ON THIS
RESOLUTIONS , ONLY ONE CAN BE SELECTED. THE
STANDING INSTRUCTIONS FOR THIS MEETING WILL
BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2
OPTIONS BELOW FOR RESOLUTIONS 010A AND
010B, YOUR OTHER VOTES MUST BE EITHER
AGAINST OR ABSTAIN THANK YOU.
010A APPOINTMENT OF THE BOARD OF STATUTORY Shr Against
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. APPOINTMENT OF THREE
STATUTORY AUDITORS AND TWO ALTERNATE
AUDITORS. LIST PRESENTED BY FORO DELLE ARTI
S.R.L., REPRESENTING THE 50.05 PCT OF THE
SHARE CAPITAL
010B APPOINTMENT OF THE BOARD OF STATUTORY Shr For
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. APPOINTMENT OF THREE
STATUTORY AUDITORS AND TWO ALTERNATE
AUDITORS. LIST PRESENTED BY A GROUP OF SGR
AND VARIOUS INSTITUTIONAL INVESTORS,
REPRESENTING TOGETHER THE 2.43 PCT OF THE
SHARE CAPITAL
0110 APPOINTMENT OF THE BOARD OF STATUTORY Mgmt For For
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. APPOINTMENT OF THE
PRESIDENT OF THE BOARD OF STATUTORY
AUDITORS
0120 APPOINTMENT OF THE BOARD OF STATUTORY Mgmt For For
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. DETERMINATION OF THE
REMUNERATION OF THE STATUTORY AUDITORS
0130 PROPOSAL TO AMEND ARTICLE 6 OF THE Mgmt For For
COMPANY'S BYLAWS CONCERNING THE
INTRODUCTION OF THE ATTRIBUTION OF THE
INCREASED VOTING RIGHTS. RESOLUTIONS
PERTAINING THERETO AND RESULTING THEREFROM
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
CAMPUS ACTIVEWEAR LIMITED Agenda Number: 716239810
--------------------------------------------------------------------------------------------------------------------------
Security: Y1080S128
Meeting Type: AGM
Meeting Date: 18-Nov-2022
Ticker:
ISIN: INE278Y01022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT THE REVISED AUDITED Mgmt For For
(STANDALONE AND CONSOLIDATED) FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 31ST MARCH, 2022 TOGETHER WITH
THE REPORTS OF THE AUDITORS AND BOARD OF
DIRECTORS THEREON AS CIRCULATED TO THE
MEMBERS BE AND ARE HEREBY RECEIVED,
CONSIDERED AND ADOPTED
2 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 152 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013, MR. NIKHIL AGGARWAL (DIN: 01877186),
WHO RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT, BE AND
IS HEREBY REAPPOINTED AS A DIRECTOR OF THE
COMPANY, LIABLE TO RETIRE BY ROTATION
3 ALTERATION OF THE ARTICLES OF ASSOCIATION Mgmt For For
OF THE COMPANY
4 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') OF THE COMPANY
5 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') TO THE EMPLOYEES OF THE SUBSIDIARY
COMPANY
6 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021')
7 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021') TO THE
EMPLOYEES OF THE SUBSIDIARY COMPANY
8 APPROVAL OF VARIATION IN TERMS OF CAMPUS Mgmt For For
ACTIVEWEAR LIMITED EMPLOYEE STOCK OPTION
PLAN 2021- VISION POOL
9 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021'
10 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021') TO THE EMPLOYEES
OF THE SUBSIDIARY COMPANY
--------------------------------------------------------------------------------------------------------------------------
CANADIAN NATURAL RESOURCES LIMITED Agenda Number: 935806957
--------------------------------------------------------------------------------------------------------------------------
Security: 136385101
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CNQ
ISIN: CA1363851017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Catherine M. Best Mgmt For For
M. Elizabeth Cannon Mgmt For For
N. Murray Edwards Mgmt For For
Christopher L. Fong Mgmt For For
Amb. Gordon D. Giffin Mgmt For For
Wilfred A. Gobert Mgmt For For
Steve W. Laut Mgmt For For
Tim S. McKay Mgmt For For
Hon. Frank J. McKenna Mgmt For For
David A. Tuer Mgmt For For
Annette M. Verschuren Mgmt For For
2 The appointment of PricewaterhouseCoopers Mgmt For For
LLP, Chartered Accountants, Calgary,
Alberta, as auditors of the Corporation for
the ensuing year and the authorization of
the Audit Committee of the Board of
Directors of the Corporation to fix their
remuneration.
3 On an advisory basis, accepting the Mgmt For For
Corporation's approach to executive
compensation as described in the
Information Circular.
--------------------------------------------------------------------------------------------------------------------------
CANADIAN PACIFIC KANSAS CITY LIMITED Agenda Number: 935866167
--------------------------------------------------------------------------------------------------------------------------
Security: 13646K108
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: CP
ISIN: CA13646K1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Appointment of the Auditor as named in the Mgmt For For
Proxy Circular.
2 Advisory vote to approve the Corporation's Mgmt For For
approach to executive compensation as
described in the Proxy Circular.
3 Advisory vote to approve the Corporation's Mgmt For For
approach to climate change as described in
the Proxy Circular.
4A Election of Director - The Hon. John Baird Mgmt For For
4B Election of Director - Isabelle Courville Mgmt For For
4C Election of Director - Keith E. Creel Mgmt For For
4D Election of Director - Gillian H. Denham Mgmt For For
4E Election of Director - Amb. Antonio Garza Mgmt For For
(Ret.)
4F Election of Director - David Garza-Santos Mgmt For For
4G Election of Director - Edward R. Hamberger Mgmt For For
4H Election of Director - Janet H. Kennedy Mgmt For For
4I Election of Director - Henry J. Maier Mgmt For For
4J Election of Director - Matthew H. Paull Mgmt For For
4K Election of Director - Jane L. Peverett Mgmt For For
4L Election of Director - Andrea Robertson Mgmt For For
4M Election of Director - Gordon T. Trafton Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 935778677
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: CX
ISIN: US1512908898
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PRESENTATION OF THE CHIEF EXECUTIVE Mgmt For For
OFFICER'S REPORT, INCLUDING CEMEX'S
FINANCIAL STATEMENTS, RESULTS OF
OPERATIONS, REPORT OF CASH FLOW AND
VARIATIONS OF CAPITAL STOCK, AND
PRESENTATION OF THE BOARD OF DIRECTORS'
REPORT, FOR THE FISCAL YEAR 2022, AS
REQUIRED BY THE MEXICAN SECURITIES MARKET
LAW (LEY DEL MERCADO DE VALORES); AND,
AFTER HEARING THE OPINION OF THE BOARD OF
DIRECTORS AS TO THE REPORTS BY THE CHIEF
EXECUTIVE OFFICER, THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY
...(due to space limits, see proxy material
for full proposal).
2 PROPOSAL OF ALLOCATION OF PROFITS FOR THE Mgmt For For
FISCAL YEAR ENDED DECEMBER 31, 2022.
3 PRESENTATION OF THE BOARD OF DIRECTORS' Mgmt For For
REPORT ON THE PROCEDURES AND APPROVALS
PURSUANT TO WHICH THE REPURCHASE OF CEMEX'S
SHARES WAS INSTRUCTED FOR THE 2022 FISCAL
YEAR.
4 THE PROPOSAL TO DETERMINE THE AMOUNT OF A Mgmt For For
RESERVE FOR THE ACQUISITION OF CEMEX'S
SHARES OR OTHER INSTRUMENTS REPRESENTING
SUCH SHARES.
5 PROPOSALS TO DECREASE THE CAPITAL STOCK IN Mgmt For For
ITS VARIABLE PART BY CANCELING THE CEMEX
SHARES REPURCHASED IN 2022 UNDER CEMEX'S
SHARE REPURCHASE PROGRAM.
6A Election to the Board of Director: Rogelio Mgmt For
Zambrano Lozano (as Chairman)
6B Election to the Board of Director: Fernando Mgmt For
A. Gonzalez Olivieri (as Member)
6C Election to the Board of Director: Marcelo Mgmt For
Zambrano Lozano (as Member)
6D Election to the Board of Director: Armando Mgmt For
J. Garcia Segovia (as Member)
6E Election to the Board of Director: Rodolfo Mgmt For
Garcia Muriel (as Member)
6F Election to the Board of Director: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
6G Election to the Board of Director: Armando Mgmt Abstain
Garza Sada (as Member)
6H Election to the Board of Director: David Mgmt For
Martinez Guzman (as Member)
6I Election to the Board of Director: Everardo Mgmt For
Elizondo Almaguer (as Member)
6J Election to the Board of Director: Ramiro Mgmt For
Gerardo Villarreal Morales (as Member)
6K Election to the Board of Director: Gabriel Mgmt For
Jaramillo Sanint (as Member)
6L Election to the Board of Director: Isabel Mgmt For
Maria Aguilera Navarro (as Member)
6M Election to the Board of Director: Maria de Mgmt For
Lourdes Melgar Palacios (as Member)
6N Election to the Board of Director: Roger Mgmt For
Saldana Madero (as Secretary)
7A APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Everardo Elizondo Almaguer (as President)
7B APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
7C APPOINTMENT TO THE AUDIT COMMITTEE: Gabriel Mgmt For
Jaramillo Sanint (as Member)
7D APPOINTMENT TO THE AUDIT COMMITTEE: Roger Mgmt For
Saldana Madero (as Secretary)
8A APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Francisco Javier
Fernandez Carbajal (as President)
8B APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Rodolfo Garcia Muriel
(as Member)
8C APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Armando Garza Sada (as
Member)
8D APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Roger Saldana Madero (as
Secretary)
9A APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Armando J. Garcia Segovia (as
President)
9B APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Marcelo Zambrano Lozano (as
Member)
9C APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Isabel Maria Aguilera Navarro
(as Member)
9D APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Maria de Lourdes Melgar Palacios
(as Member)
9E APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Roger Saldana Madero (as
Secretary)
10 COMPENSATION OF THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS AND OF THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY,
CLIMATE ACTION, SOCIAL IMPACT, AND
DIVERSITY COMMITTEES.
11 APPOINTMENT OF DELEGATES TO FORMALIZE THE Mgmt For For
RESOLUTIONS ADOPTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
COMPASS GROUP PLC Agenda Number: 716449322
--------------------------------------------------------------------------------------------------------------------------
Security: G23296208
Meeting Type: AGM
Meeting Date: 09-Feb-2023
Ticker:
ISIN: GB00BD6K4575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE DIRECTORS' ANNUAL Mgmt For For
REPORT AND ACCOUNTS AND THE AUDITOR'S
REPORT THEREON FOR THE FINANCIAL YEAR ENDED
30 SEPTEMBER 2022
2 TO RECEIVE AND ADOPT THE DIRECTORS' Mgmt For For
REMUNERATION REPORT CONTAINED WITHIN THE
ANNUAL REPORT AND ACCOUNTS FOR THE
FINANCIAL YEAR ENDED 30 SEPTEMBER 2022
3 TO DECLARE A FINAL DIVIDEND OF 22.1 PENCE Mgmt For For
PER ORDINARY SHARE IN RESPECT OF THE
FINANCIAL YEAR ENDED 30 SEPTEMBER 2022
4 TO RE-ELECT IAN MEAKINS AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 TO RE-ELECT DOMINIC BLAKEMORE AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 TO RE-ELECT PALMER BROWN AS A DIRECTOR OF Mgmt For For
THE COMPANY
7 TO RE-ELECT GARY GREEN AS A DIRECTOR OF THE Mgmt For For
COMPANY
8 TO RE-ELECT CAROL ARROWSMITH AS A DIRECTOR Mgmt For For
OF THE COMPANY
9 TO RE-ELECT STEFAN BOMHARD AS A DIRECTOR OF Mgmt For For
THE COMPANY
10 TO RE-ELECT JOHN BRYANT AS A DIRECTOR OF Mgmt For For
THE COMPANY
11 TO RE-ELECT ARLENE ISAACS-LOWE AS A Mgmt For For
DIRECTOR OF THE COMPANY
12 TO RE-ELECT ANNE-FRANCOISE NESMES AS A Mgmt For For
DIRECTOR OF THE COMPANY
13 TO RE-ELECT SUNDAR RAMAN AS A DIRECTOR OF Mgmt For For
THE COMPANY
14 TO RE-ELECT NELSON SILVA AS A DIRECTOR OF Mgmt For For
THE COMPANY
15 TO RE-ELECT IREENA VITTAL AS A DIRECTOR OF Mgmt For For
THE COMPANY
16 TO REAPPOINT KPMG LLP AS THE COMPANY'S Mgmt For For
AUDITOR UNTIL THE CONCLUSION OF THE NEXT
ANNUAL GENERAL MEETING OF THE COMPANY
17 TO AUTHORISE THE AUDIT COMMITTEE TO AGREE Mgmt For For
THE AUDITOR'S REMUNERATION
18 TO AUTHORISE DONATIONS TO POLITICAL Mgmt For For
ORGANISATIONS
19 TO RENEW THE DIRECTORS' AUTHORITY TO ALLOT Mgmt For For
SHARES
20 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS OF NOT MORE THAN 5
PERCENT OF THE ISSUED ORDINARY SHARE
CAPITAL
21 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS OF NOT MORE THAN 5
PERCENT OF THE ISSUED ORDINARY SHARE
CAPITAL IN LIMITED CIRCUMSTANCES
22 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
23 TO AUTHORISE THE DIRECTORS TO REDUCE Mgmt For For
GENERAL MEETING NOTICE PERIODS
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION SOFTWARE INC. Agenda Number: 935813647
--------------------------------------------------------------------------------------------------------------------------
Security: 21037X100
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: CNSWF
ISIN: CA21037X1006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Jeff Bender Mgmt For For
John Billowits Mgmt For For
Susan Gayner Mgmt For For
Claire Kennedy Mgmt For For
Robert Kittel Mgmt For For
Mark Leonard Mgmt For For
Mark Miller Mgmt For For
Lori O'Neill Mgmt For For
Donna Parr Mgmt For For
Andrew Pastor Mgmt For For
Laurie Schultz Mgmt For For
Barry Symons Mgmt For For
Robin Van Poelje Mgmt For For
2 Re-appointment of KPMG LLP, as auditors of Mgmt For For
the Corporation for the ensuing year and to
authorize the directors to fix the
remuneration to be paid to the auditors.
3 An advisory vote to accept the Mgmt For For
Corporation's approach to executive
compensation as more particularly described
in the accompanying management information
circular.
--------------------------------------------------------------------------------------------------------------------------
CSL LTD Agenda Number: 716055327
--------------------------------------------------------------------------------------------------------------------------
Security: Q3018U109
Meeting Type: AGM
Meeting Date: 12-Oct-2022
Ticker:
ISIN: AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 3 AND 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
2A TO RE-ELECT MS MARIE MCDONALD AS A DIRECTOR Mgmt For For
2B TO RE-ELECT DR MEGAN CLARK AC AS A DIRECTOR Mgmt For For
3 ADOPTION OF THE REMUNERATION REPORT Mgmt For For
4 APPROVAL OF A GRANT OF PERFORMANCE SHARE Mgmt For For
UNITS TO THE CHIEF EXECUTIVE OFFICER AND
MANAGING DIRECTOR, MR PAUL PERREAULT
--------------------------------------------------------------------------------------------------------------------------
DAIICHI SANKYO COMPANY,LIMITED Agenda Number: 717297887
--------------------------------------------------------------------------------------------------------------------------
Security: J11257102
Meeting Type: AGM
Meeting Date: 19-Jun-2023
Ticker:
ISIN: JP3475350009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Manabe, Sunao Mgmt For For
2.2 Appoint a Director Okuzawa, Hiroyuki Mgmt For For
2.3 Appoint a Director Hirashima, Shoji Mgmt For For
2.4 Appoint a Director Otsuki, Masahiko Mgmt For For
2.5 Appoint a Director Fukuoka, Takashi Mgmt For For
2.6 Appoint a Director Kama, Kazuaki Mgmt For For
2.7 Appoint a Director Nohara, Sawako Mgmt For For
2.8 Appoint a Director Komatsu, Yasuhiro Mgmt For For
2.9 Appoint a Director Nishii, Takaaki Mgmt For For
3.1 Appoint a Corporate Auditor Sato, Kenji Mgmt For For
3.2 Appoint a Corporate Auditor Arai, Miyuki Mgmt For For
4 Approve Details of the Stock Compensation Mgmt For For
to be received by Corporate Officers and
Employees of the Company's Subsidiaries
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BOERSE AG Agenda Number: 716842136
--------------------------------------------------------------------------------------------------------------------------
Security: D1882G119
Meeting Type: AGM
Meeting Date: 16-May-2023
Ticker:
ISIN: DE0005810055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON
9TH JULY 2015 AND THE OVER-RULING OF THE
DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH
JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN
REGISTERED SHARES. AS A RESULT, IT IS NOW
THE RESPONSIBILITY OF THE END-INVESTOR
(I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL
BENEFICIARY VOTING RIGHTS THEREFORE THE
CUSTODIAN BANK / AGENT IN THE MARKET WILL
BE SENDING THE VOTING DIRECTLY TO MARKET
AND IT IS THE END INVESTORS RESPONSIBILITY
TO ENSURE THE REGISTRATION ELEMENT IS
COMPLETE WITH THE ISSUER DIRECTLY, SHOULD
THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE
CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting
ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL
BE UPDATED AS SOON AS BROADRIDGE RECEIVES
CONFIRMATION FROM THE SUB CUSTODIANS
REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT
SERVICES REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting
CAN BE FOUND DIRECTLY ON THE ISSUER'S
WEBSITE (PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU WISH TO
ACT ON THESE ITEMS, YOU WILL NEED TO
REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES DIRECTLY AT THE COMPANY'S MEETING.
COUNTER PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 3.60 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
5.2 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE ANNUAL
GENERAL MEETING BY MEANS OF AUDIO AND VIDEO
TRANSMISSION
5.3 AMEND ARTICLES RE: AGM CONVOCATION Mgmt For For
6 AMEND ARTICLES RE: REGISTRATION IN THE Mgmt For For
SHARE REGISTER
7 APPROVE REMUNERATION REPORT Mgmt For For
8 RATIFY PRICEWATERHOUSECOOPERS GMBH AS Mgmt For For
AUDITORS FOR FISCAL YEAR 2023 AND FOR THE
REVIEW OF INTERIM FINANCIAL STATEMENTS FOR
THE FIRST HALF OF FISCAL YEAR 2023
CMMT 29 MAR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 29 MAR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 29 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE TELEKOM AG Agenda Number: 716714856
--------------------------------------------------------------------------------------------------------------------------
Security: D2035M136
Meeting Type: AGM
Meeting Date: 05-Apr-2023
Ticker:
ISIN: DE0005557508
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON
9TH JULY 2015 AND THE OVER-RULING OF THE
DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH
JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN
REGISTERED SHARES. AS A RESULT, IT IS NOW
THE RESPONSIBILITY OF THE END-INVESTOR
(I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL
BENEFICIARY VOTING RIGHTS THEREFORE THE
CUSTODIAN BANK / AGENT IN THE MARKET WILL
BE SENDING THE VOTING DIRECTLY TO MARKET
AND IT IS THE END INVESTORS RESPONSIBILITY
TO ENSURE THE REGISTRATION ELEMENT IS
COMPLETE WITH THE ISSUER DIRECTLY, SHOULD
THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE
CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting
ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL
BE UPDATED AS SOON AS BROADRIDGE RECEIVES
CONFIRMATION FROM THE SUB CUSTODIANS
REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT
SERVICES REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting
CAN BE FOUND DIRECTLY ON THE ISSUER'S
WEBSITE (PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU WISH TO
ACT ON THESE ITEMS, YOU WILL NEED TO
REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES DIRECTLY AT THE COMPANY'S MEETING.
COUNTER PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 0.70 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5 RATIFY DELOITTE GMBH AS AUDITORS FOR FISCAL Mgmt For For
YEAR 2023 AND FOR THE REVIEW OF THE INTERIM
FINANCIAL STATEMENTS FOR FISCAL YEAR 2023
AND FIRST QUARTER OF FISCAL YEAR 2024
6.1 ELECT HARALD KRUEGER TO THE SUPERVISORY Mgmt For For
BOARD
6.2 ELECT REINHARD PLOSS TO THE SUPERVISORY Mgmt For For
BOARD
6.3 ELECT MARGRET SUCKALE TO THE SUPERVISORY Mgmt For For
BOARD
7 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
8 APPROVE REMUNERATION REPORT Mgmt For For
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 27 FEB 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 27 FEB 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 27 FEB 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 716022948
--------------------------------------------------------------------------------------------------------------------------
Security: G42089113
Meeting Type: AGM
Meeting Date: 06-Oct-2022
Ticker:
ISIN: GB0002374006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 REPORT AND ACCOUNTS 2022 Mgmt For For
2 DIRECTORS' REMUNERATION REPORT 2022 Mgmt For For
3 DECLARATION OF FINAL DIVIDEND Mgmt For For
4 APPOINTMENT OF KAREN BLACKETT (1,3,4) AS A Mgmt For For
DIRECTOR
5 RE-APPOINTMENT OF MELISSA BETHELL (1,3,4) Mgmt For For
AS A DIRECTOR
6 RE-APPOINTMENT OF LAVANYA CHANDRASHEKAR (2) Mgmt For For
AS A DIRECTOR
7 RE-APPOINTMENT OF VALERIE Mgmt For For
CHAPOULAUD-FLOQUET (1,3,4) AS A DIRECTOR
8 RE-APPOINTMENT OF JAVIER FERRAN (3) AS A Mgmt For For
DIRECTOR
9 RE-APPOINTMENT OF SUSAN KILSBY (1,3,4) AS A Mgmt For For
DIRECTOR
10 RE-APPOINTMENT OF SIR JOHN MANZONI (1,3,4) Mgmt For For
AS A DIRECTOR
11 RE-APPOINTMENT OF LADY MENDELSOHN (1,3,4) Mgmt For For
AS A DIRECTOR
12 RE-APPOINTMENT OF IVAN MENEZES (2) AS A Mgmt For For
DIRECTOR
13 RE-APPOINTMENT OF ALAN STEWART (1,3,4) AS A Mgmt For For
DIRECTOR
14 RE-APPOINTMENT OF IREENA VITTAL (1,3,4) AS Mgmt For For
A DIRECTOR
15 REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITORS
16 REMUNERATION OF AUDITOR Mgmt For For
17 AUTHORITY TO MAKE POLITICAL DONATIONS Mgmt For For
AND/OR TO INCUR POLITICAL EXPENDITURE
18 AMENDMENT OF THE DIAGEO PLC 2017 IRISH Mgmt For For
SHARE OWNERSHIP PLAN
19 AUTHORITY TO ALLOT SHARES Mgmt For For
20 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
21 AUTHORITY TO PURCHASE OWN ORDINARY SHARES Mgmt For For
22 REDUCED NOTICE OF A GENERAL MEETING OTHER Mgmt For For
THAN AN AGM
CMMT 07 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTION 15. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DSV A/S Agenda Number: 716253567
--------------------------------------------------------------------------------------------------------------------------
Security: K31864117
Meeting Type: EGM
Meeting Date: 22-Nov-2022
Ticker:
ISIN: DK0060079531
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED.
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH
MARKET.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 REDUCTION OF THE SHARE CAPITAL AND Mgmt For For
AMENDMENT OF ARTICLE 3 OF THE ARTICLES OF
ASSOCIATION
2 AUTHORISATION TO ACQUIRE TREASURY SHARES Mgmt For For
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 27 OCT 2022: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 27 OCT 2022: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 27 OCT 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
DSV A/S Agenda Number: 716682186
--------------------------------------------------------------------------------------------------------------------------
Security: K31864117
Meeting Type: AGM
Meeting Date: 16-Mar-2023
Ticker:
ISIN: DK0060079531
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED.
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH
MARKET.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 REPORT OF THE BOARD OF DIRECTORS AND THE Non-Voting
EXECUTIVE BOARD ON THE ACTIVITIES OF THE
COMPANY IN 2022
2 PRESENTATION OF THE 2022 ANNUAL REPORT WITH Mgmt For For
THE AUDIT REPORT FOR ADOPTION
3 RESOLUTION ON APPLICATION OF PROFITS OR Mgmt For For
COVERING OF LOSSES AS PER THE ADOPTED 2022
ANNUAL REPORT
4 APPROVAL OF THE PROPOSED REMUNERATION OF Mgmt For For
THE BOARD OF DIRECTORS FOR THE CURRENT
FINANCIAL YEAR
5 PRESENTATION AND APPROVAL OF THE 2022 Mgmt For For
REMUNERATION REPORT
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR
RESOLUTIONS 6.1 TO 6.8 AND 7, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
6.1 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: THOMAS PLENBORG
6.2 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: JORGEN MOLLER
6.3 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: MARIE-LOUISE AAMUND
6.4 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: BEAT WALTI
6.5 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: NIELS SMEDEGAARD
6.6 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: TAREK SULTAN AL-ESSA
6.7 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: BENEDIKTE LEROY
6.8 RE-ELECTION OF MEMBER FOR THE BOARD OF Mgmt For For
DIRECTORS: HELLE OSTERGAARD KRISTIANSEN
7 ELECTION OF AUDITOR(S): RE-ELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS (ORG. NO. 33 77 12
31)
8.1 PROPOSED RESOLUTION: AUTHORISATION TO Mgmt For For
ACQUIRE TREASURY SHARES
9 ANY OTHER BUSINESS Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
--------------------------------------------------------------------------------------------------------------------------
ESSILORLUXOTTICA SA Agenda Number: 716866477
--------------------------------------------------------------------------------------------------------------------------
Security: F31665106
Meeting Type: MIX
Meeting Date: 17-May-2023
Ticker:
ISIN: FR0000121667
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 28 APR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS AVAILABLE
BY CLICKING ON THE MATERIAL URL LINKS:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0315/202303152300518
.pdf AND
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0428/202304282301132
.pdf AND PLEASE NOTE THAT THIS IS A REVISION
DUE TO RECEIPT OF UPDATED BALO LINK. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 APPROVAL OF THE 2022 COMPANY FINANCIAL Mgmt For For
STATEMENTS
2 APPROVAL OF THE 2022 CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
3 ALLOCATION OF EARNINGS AND SETTING OF THE Mgmt For For
DIVIDEND
4 RATIFICATION OF THE COOPTATION OF MARIO Mgmt For For
NOTARI AS DIRECTOR IN REPLACEMENT OF
LEONARDO DEL VECCHIO WHO PASSED AWAY ON
JUNE 27, 2022
5 AGREEMENTS FALLING WITHIN THE SCOPE OF Mgmt For For
ARTICLES L.225-38 AND SUBSEQUENT OF THE
FRENCH COMMERCIAL CODE
6 APPROVAL OF THE REPORT ON THE COMPENSATION Mgmt For For
AND BENEFITS IN KIND PAID IN 2022 OR
AWARDED IN RESPECT OF 2022 TO CORPORATE
OFFICERS
7 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS COMPRISING THE TOTAL
COMPENSATION AND BENEFITS IN KIND PAID IN
2022 OR AWARDED IN RESPECT OF 2022 TO THE
CHAIRMAN OF THE BOARD OF DIRECTORS FOR THE
PERIOD FROM JANUARY 1ST TO JUNE 27, 2022
8 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS COMPRISING THE TOTAL
COMPENSATION AND BENEFITS IN KIND PAID IN
2022 OR AWARDED IN RESPECT OF 2022 TO
FRANCESCO MILLERI, CHIEF EXECUTIVE OFFICER
UNTIL JUNE 27, 2022, AND THEN CHAIRMAN AND
CHIEF EXECUTIVE OFFICER
9 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS COMPRISING THE TOTAL
COMPENSATION AND BENEFITS IN KIND PAID IN
2022 OR AWARDED IN RESPECT OF 2022 TO PAUL
DU SAILLANT, DEPUTY CHIEF EXECUTIVE OFFICER
10 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE MEMBERS OF THE BOARD OF
DIRECTORS FOR THE FISCAL YEAR 2023
11 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE CHAIRMAN AND CHIEF
EXECUTIVE OFFICER FOR THE FISCAL YEAR 2023
12 APPROVAL OF THE COMPENSATION POLICY Mgmt For For
APPLICABLE TO THE DEPUTY CHIEF EXECUTIVE
OFFICER FOR THE FISCAL YEAR 2023
13 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO PROCEED WITH THE PURCHASE OF
COMPANY'S OWN ORDINARY SHARES
14 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO REDUCE THE SHARE CAPITAL BY
CANCELLING COMPANY TREASURY SHARES
15 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS ENTAILING A CAPITAL
INCREASE BY CAPITALIZATION OF PREMIUMS,
RESERVES, PROFITS OR OTHER RIGHTS
16 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE SHARES AND
SECURITIES ENTAILING A SHARE CAPITAL
INCREASE, WITH PREFERENTIAL SUBSCRIPTION
RIGHTS
17 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE, WITH
CANCELLATION OF EXISTING SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS,
SECURITIES GIVING ACCESS TO THE SHARE
CAPITAL, IMMEDIATELY OR IN THE FUTURE, BY
WAY OF AN OFFER TO THE PUBLIC AS PROVIDED
FOR IN ARTICLE L. 411-2, 1N, OF THE FRENCH
MONETARY AND FINANCIAL CODE
18 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS FOR THE PURPOSE OF
DECIDING CAPITAL INCREASES RESERVED FOR
MEMBERS OF A COMPANY SAVINGS PLAN (FRENCH
PLANS DNPARGNE DENTREPRISE OR "PEE")
WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS
19 POWERS TO CARRY OUT FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
--------------------------------------------------------------------------------------------------------------------------
EVOLUTION AB Agenda Number: 716577703
--------------------------------------------------------------------------------------------------------------------------
Security: W3287P115
Meeting Type: EGM
Meeting Date: 16-Feb-2023
Ticker:
ISIN: SE0012673267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 OPEN MEETING Non-Voting
2 ELECT CHAIRMAN OF MEETING Non-Voting
3 PREPARE AND APPROVE LIST OF SHAREHOLDERS Non-Voting
4 APPROVE AGENDA OF MEETING Non-Voting
5 DESIGNATE INSPECTOR(S) OF MINUTES OF Non-Voting
MEETING
6 ACKNOWLEDGE PROPER CONVENING OF MEETING Non-Voting
7 APPROVE INCENTIVE PROGRAM THROUGH ISSUANCE Mgmt For For
OF 5 MILLION WARRANTS TO PARTICIPANTS
8 CLOSE MEETING Non-Voting
CMMT 24 JAN 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 24 JAN 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 24 JAN 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 24 JAN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
EVOLUTION AB Agenda Number: 716788320
--------------------------------------------------------------------------------------------------------------------------
Security: W3287P115
Meeting Type: AGM
Meeting Date: 04-Apr-2023
Ticker:
ISIN: SE0012673267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 854643 DUE TO RECEIVED CHANGE IN
VOTING STATUS OF RESOLUTIONS 2 TO 6. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED IF VOTE DEADLINE EXTENSIONS
ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON
THIS MEETING NOTICE ON THE NEW JOB. IF
HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT
GRANTED IN THE MARKET, THIS MEETING WILL BE
CLOSED AND YOUR VOTE INTENTIONS ON THE
ORIGINAL MEETING WILL BE APPLICABLE. PLEASE
ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF
ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK
YOU
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 OPEN MEETING Non-Voting
2 ELECT CHAIRMAN OF MEETING Mgmt For For
3 PREPARE AND APPROVE LIST OF SHAREHOLDERS Mgmt For For
4 APPROVE AGENDA OF MEETING Mgmt For For
5 DESIGNATE INSPECTOR(S) OF MINUTES OF Mgmt For For
MEETING
6 ACKNOWLEDGE PROPER CONVENING OF MEETING Mgmt For For
7.A ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
7.B APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 2.00 PER SHARE
7.C.1 APPROVE DISCHARGE OF JENS VON BAHR Mgmt For For
7.C.2 APPROVE DISCHARGE OF FREDRIK OSTERBERG Mgmt For For
7.C.3 APPROVE DISCHARGE OF IAN LIVINGSTONE Mgmt For For
7.C.4 APPROVE DISCHARGE OF JOEL CITRON Mgmt For For
7.C.5 APPROVE DISCHARGE OF JONAS ENGWALL Mgmt For For
7.C.6 APPROVE DISCHARGE OF MIMI DRAKE Mgmt For For
7.C.7 APPROVE DISCHARGE OF SANDRA URIE Mgmt For For
7.C.8 APPROVE DISCHARGE OF MARTIN CARLESUND Mgmt For For
8 DETERMINE NUMBER OF MEMBERS (7) AND DEPUTY Mgmt For For
MEMBERS (0) OF BOARD
9 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AMOUNT OF EUR 400,000 TO CHAIRMAN AND EUR
100,000 FOR OTHER DIRECTORS
10.1 REELECT JENS VON BAHR (CHAIRMAN) AS Mgmt For For
DIRECTOR
10.2 REELECT FREDRIK OSTERBERG AS DIRECTOR Mgmt For For
10.3 REELECT IAN LIVINGSTONE AS DIRECTOR Mgmt For For
10.4 REELECT JOEL CITRON AS DIRECTOR Mgmt For For
10.5 REELECT JONAS ENGWALL AS DIRECTOR Mgmt For For
10.6 REELECT MIMI DRAKE AS DIRECTOR Mgmt For For
10.7 REELECT SANDRA URIE AS DIRECTOR Mgmt For For
11 APPROVE REMUNERATION OF AUDITORS Mgmt For For
12 RATIFY PRICEWATERHOUSECOOPERS AS AUDITORS Mgmt For For
13 APPROVE NOMINATION COMMITTEE PROCEDURES Mgmt For For
14 APPROVE REMUNERATION REPORT Mgmt For For
15 AUTHORIZE SHARE REPURCHASE PROGRAM Mgmt For For
16 AUTHORIZE REISSUANCE OF REPURCHASED SHARES Mgmt For For
17 APPROVE CREATION OF POOL OF CAPITAL WITHOUT Mgmt For For
PREEMPTIVE RIGHTS
18 AUTHORIZE THE BOARD TO REPURCHASE WARRANTS Mgmt For For
FROM PARTICIPANTS IN WARRANTS PLAN
2021/2024
19 APPROVE TRANSACTION WITH BIG TIME GAMING Mgmt For For
PTY LTD
20 CLOSE MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
EVOLUTION AB Agenda Number: 717270235
--------------------------------------------------------------------------------------------------------------------------
Security: W3287P115
Meeting Type: EGM
Meeting Date: 16-Jun-2023
Ticker:
ISIN: SE0012673267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 OPEN MEETING Non-Voting
2 ELECT CHAIRMAN OF MEETING Mgmt For For
3 PREPARE AND APPROVE LIST OF SHAREHOLDERS Mgmt For For
4 APPROVE AGENDA OF MEETING Mgmt For For
5 DESIGNATE INSPECTOR(S) OF MINUTES OF Mgmt For For
MEETING
6 ACKNOWLEDGE PROPER CONVENING OF MEETING Mgmt For For
7 APPROVE PERFORMANCE SHARE PLAN FOR KEY Mgmt For For
EMPLOYEES
8 CLOSE MEETING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 22 MAY 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 22 MAY 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 22 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
FERTIGLOBE PLC Agenda Number: 716052458
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV55095
Meeting Type: AGM
Meeting Date: 29-Sep-2022
Ticker:
ISIN: AEF000901015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 06 OCT 2022. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
1 AUTHORISE THE CHAIRMAN OF THE GENERAL Mgmt For For
ASSEMBLY TO APPOINT A SECRETARY TO THE
MEETING AND A VOTE COLLECTOR
2 RATIFY THE BOARD OF DIRECTORS RESOLUTION Mgmt For For
REGARDING THE DISTRIBUTION OF A CASH
DIVIDEND OF USD 750 MILLION (EQUIVALENT TO
AED 2.75 BILLION, AMOUNTING TO
APPROXIMATELY AED 0.33 PER SHARE) FOR THE
FIRST HALF OF THE CURRENT FINANCIAL YEAR
2022
3 THE AUTHORISATION OF THE BOARD OF DIRECTORS Mgmt For For
OF THE COMPANY, AND/OR ANY PERSON SO
AUTHORISED BY THE BOARD OF DIRECTORS, TO
ADOPT ANY RESOLUTION OR TAKE ANY ACTION AS
MAY BE NECESSARY TO IMPLEMENT THE ABOVE
CMMT 08 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
OGM TO AGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FLUTTER ENTERTAINMENT PLC Agenda Number: 716831070
--------------------------------------------------------------------------------------------------------------------------
Security: G3643J108
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: IE00BWT6H894
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 FOLLOWING A REVIEW OF THE COMPANY'S AFFAIRS Mgmt For For
TO RECEIVE AND CONSIDER THE COMPANY'S
FINANCIAL STATEMENTS AND THE REPORTS OF THE
DIRECTORS AND AUDITOR THEREON
2 TO RECEIVE AND CONSIDER THE REMUNERATION Mgmt For For
CHAIR'S STATEMENT AND THE ANNUAL REPORT ON
REMUNERATION
3 TO RECEIVE AND CONSIDER THE 2023 DIRECTORS' Mgmt For For
REMUNERATION POLICY
4.A TO ELECT PAUL EDGECLIFFE-JOHNSON Mgmt For For
4.B TO ELECT CAROLAN LENNON Mgmt For For
5.A TO RE-ELECT NANCY CRUICKSHANK Mgmt For For
5.B TO RE-ELECT NANCY DUBUC Mgmt For For
5.C TO RE-ELECT RICHARD FLINT Mgmt For For
5.D TO RE-ELECT ALFRED F. HURLEY, JR Mgmt For For
5.E TO RE-ELECT PETER JACKSON Mgmt For For
5.F TO RE-ELECT HOLLY KELLER KOEPPEL Mgmt For For
5.G TO RE-ELECT DAVID LAZZARATO Mgmt For For
5.H TO RE-ELECT GARY MCGANN Mgmt For For
5.I TO RE-ELECT ATIF RAFIQ Mgmt For For
5.J TO RE-ELECT MARY TURNER Mgmt For For
6 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt For For
REMUNERATION OF THE EXTERNAL AUDITOR FOR
THE YEAR ENDING 31 DECEMBER 2023
7 SPECIAL RESOLUTION TO MAINTAIN THE EXISTING Mgmt For For
AUTHORITY TO CONVENE AN EXTRAORDINARY
GENERAL MEETING ON 14 CLEAR DAYS' NOTICE
8 ORDINARY RESOLUTION TO AUTHORISE THE Mgmt For For
DIRECTORS TO ALLOT SHARES
9.A SPECIAL RESOLUTION TO DISAPPLY STATUTORY Mgmt For For
PRE-EMPTION RIGHTS
9.B SPECIAL RESOLUTION TO DISAPPLY ADDITIONAL Mgmt For For
STATUTORY PRE-EMPTION RIGHTS IN CONNECTION
WITH ACQUISITIONS/SPECIFIED CAPITAL
INVESTMENTS
10 SPECIAL RESOLUTION TO AUTHORISE THE COMPANY Mgmt For For
TO MAKE MARKET PURCHASES OF ITS OWN SHARES
11 SPECIAL RESOLUTION TO DETERMINE THE PRICE Mgmt For For
RANGE AT WHICH TREASURY SHARES MAY BE
REISSUED OFF-MARKET
12 ORDINARY RESOLUTION TO ADOPT THE FLUTTER Mgmt For For
ENTERTAINMENT PLC 2023 LONG TERM INCENTIVE
PLAN
13 ORDINARY RESOLUTION TO AMEND THE FLUTTER Mgmt For For
ENTERTAINMENT PLC 2016 RESTRICTED SHARE
PLAN
14 SPECIAL RESOLUTION FOR AUTHORISATION TO Mgmt For For
AMEND THE ARTICLES OF ASSOCIATION OF THE
COMPANY
CMMT 27 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT OF
RESOLUTION 1 AND ADDITION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 27 MAR 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
GALAXY ENTERTAINMENT GROUP LTD Agenda Number: 717085319
--------------------------------------------------------------------------------------------------------------------------
Security: Y2679D118
Meeting Type: AGM
Meeting Date: 22-May-2023
Ticker:
ISIN: HK0027032686
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE HONG KONG MARKET A VOTE OF ABSTAIN Non-Voting
WILL BE TREATED THE SAME AS A VOTE OF TAKE
NO ACTION.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0419/2023041900429.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0419/2023041900419.pdf
CMMT 20 APR 2023: PLEASE NOTE THAT THIS IS A OF Non-Voting
REVISION DUE TO DELETION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS AND REPORTS OF THE
DIRECTORS AND AUDITOR FOR THE YEAR ENDED 31
DECEMBER 2022
2 TO RE-ELECT MR. JOSEPH CHEE YING KEUNG AS A Mgmt For For
DIRECTOR
3 TO RE-ELECT DR. WILLIAM YIP SHUE LAM AS A Mgmt For For
DIRECTOR
4 TO RE-ELECT PROFESSOR PATRICK WONG LUNG TAK Mgmt For For
AS A DIRECTOR
5 TO FIX THE DIRECTORS REMUNERATION Mgmt For For
6 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
DIRECTORS TO FIX THE AUDITORS REMUNERATION
7.1 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO BUY-BACK SHARES OF THE COMPANY
7.2 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE ADDITIONAL SHARES OF THE COMPANY
7.3 TO EXTEND THE GENERAL MANDATE AS APPROVED Mgmt For For
UNDER 7.2
8 TO APPROVE THE ADOPTION OF THE NEW SHARE Mgmt For For
AWARD SCHEME AND NEW SHARE OPTION SCHEME
AND THE MANDATE LIMIT SHALL NOT EXCEED 10%
OF ISSUED SHARES
9 TO APPROVE THE SERVICE PROVIDER SUB-LIMIT Mgmt For For
OF UP TO 1% OF ISSUED SHARES
10 TO APPROVE THE SUSPENSION OF 2021 SHARE Mgmt For For
AWARD SCHEME AND TERMINATION OF THE 2021
SHARE OPTION SCHEME
CMMT 24 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN RECORD DATE FROM
19 MAY 2023 TO 15 MAY 2023. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GLENCORE PLC Agenda Number: 717211445
--------------------------------------------------------------------------------------------------------------------------
Security: G39420107
Meeting Type: AGM
Meeting Date: 26-May-2023
Ticker:
ISIN: JE00B4T3BW64
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 846434 DUE TO RECEIVED UPDATED
AGENDA WITH CHANGE IN VOTING STATUS FOR
19TH RESOLUTION, THE BOARD HAS RECOMMENDED
THAT SHAREHOLDERS VOTE AGAINST THE
RESOLUTION AND CODE AS 8840. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE
GRANTED. THEREFORE PLEASE REINSTRUCT ON
THIS MEETING NOTICE ON THE NEW JOB. IF
HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT
GRANTED IN THE MARKET, THIS MEETING WILL BE
CLOSED AND YOUR VOTE INTENTIONS ON THE
ORIGINAL MEETING WILL BE APPLICABLE. PLEASE
ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF
ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK
YOU
1 TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITORS FOR
THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THAT THE COMPANY'S CAPITAL Mgmt For For
CONTRIBUTION RESERVES (FORMING PART OF ITS
SHARE PREMIUM ACCOUNT) BE REDUCED AND BE
REPAID TO SHAREHOLDERS AS PER THE TERMS SET
OUT IN THE NOTICE OF MEETING
3 TO RE-ELECT KALIDAS MADHAVPEDDI AS A Mgmt For For
DIRECTOR
4 TO RE-ELECT GARY NAGLE AS A DIRECTOR Mgmt For For
5 TO RE-ELECT PETER COATES AS A DIRECTOR Mgmt For For
6 TO RE-ELECT MARTIN GILBERT AS A DIRECTOR Mgmt For For
7 TO RE-ELECT GILL MARCUS AS A DIRECTOR Mgmt For For
8 TO RE-ELECT CYNTHIA CARROLL AS A DIRECTOR Mgmt For For
9 TO RE-ELECT DAVID WORMSLEY AS A DIRECTOR Mgmt For For
10 TO ELECT LIZ HEWITT AS A DIRECTOR Mgmt For For
11 TO REAPPOINT DELOITTE LLP AS THE COMPANY'S Mgmt For For
AUDITORS TO HOLD OFFICE UNTIL THE
CONCLUSION OF THE NEXT GENERAL MEETING AT
WHICH ACCOUNTS ARE LAID
12 TO AUTHORISE THE AUDIT COMMITTEE TO FIX THE Mgmt For For
REMUNERATION OF THE AUDITORS
13 TO APPROVE THE COMPANY'S 2022 CLIMATE Mgmt For For
REPORT
14 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT AS SET OUT IN THE 2022 ANNUAL REPORT
15 TO RENEW THE AUTHORITY CONFERRED ON THE Mgmt For For
DIRECTORS PURSUANT TO ARTICLE 10.2 OF THE
COMPANY'S ARTICLES OF ASSOCIATION
16 SUBJECT TO THE PASSING OF RESOLUTION 15, TO Mgmt For For
RENEW THE AUTHORITY CONFERRED ON THE
DIRECTORS PURSUANT TO ARTICLE 10.3 OF THE
COMPANY'S ARTICLES OF ASSOCIATION TO ALLOT
EQUITY SECURITIES FOR CASH FOR AN ALLOTMENT
PERIOD
17 SUBJECT TO THE PASSING OF RESOLUTION 15, Mgmt For For
AND IN ADDITION TO ANY AUTHORITY GRANTED
UNDER RESOLUTION 16, TO EMPOWER THE
DIRECTORS PURSUANT TO ARTICLE 10.3 OF THE
ARTICLES TO ALLOT EQUITY SECURITIES FOR
CASH FOR AN ALLOTMENT PERIOD
18 TO AUTHORISE THE COMPANY TO MAKE MARKET Mgmt For For
PURCHASES OF ORDINARY SHARES
19 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: SHAREHOLDER
RESOLUTION IN RESPECT OF THE NEXT CLIMATE
ACTION TRANSITION PLAN
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 715818449
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: AGM
Meeting Date: 16-Jul-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (STANDALONE) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORTS OF THE BOARD OF
DIRECTORS AND AUDITORS THEREON
2 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (CONSOLIDATED) OF THE
BANK FOR THE FINANCIAL YEAR ENDED MARCH 31,
2022 ALONG WITH THE REPORT OF AUDITORS
THEREON
3 TO DECLARE DIVIDEND ON EQUITY SHARES Mgmt For For
4 TO APPOINT A DIRECTOR IN PLACE OF MRS. RENU Mgmt For For
KARNAD (DIN 00008064), WHO RETIRES BY
ROTATION AND, BEING ELIGIBLE, OFFERS
HERSELF FOR RE-APPOINTMENT
5 "RESOLVED THAT, PURSUANT TO THE PROVISIONS Mgmt For For
OF SECTIONS 139, 141 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013 AND THE RELEVANT RULES THEREUNDER AND
PURSUANT TO SECTION 30 OF THE BANKING
REGULATION ACT, 1949 AND GUIDELINES ISSUED
BY THE RESERVE BANK OF INDIA (RBI)
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR REENACTMENTS THEREOF, M/S.
PRICE WATERHOUSE LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
301112E/E300264) ['PRICE WATERHOUSE LLP'],
WHO HAVE OFFERED THEMSELVES FOR APPOINTMENT
AND HAVE CONFIRMED THEIR ELIGIBILITY TO BE
APPOINTED AS JOINT STATUTORY AUDITORS IN
TERMS OF SECTION 141 OF THE COMPANIES ACT,
2013 AND APPLICABLE RULES THEREUNDER AND
THE GUIDELINES ISSUED BY RBI DATED APRIL
27, 2021, BE AND ARE HEREBY APPOINTED AS
ONE OF THE JOINT STATUTORY AUDITORS OF THE
BANK, TO HOLD OFFICE FOR A PERIOD OF3
(THREE) YEARS IN RELATION TO FY 2022-23, FY
2023-24 AND FY 2024-25, SUBJECT TO THE
APPROVAL OF THE RBI, FOR THE PURPOSE OF
AUDIT INCLUDING REPORTING ON INTERNAL
FINANCIAL CONTROLS OF THE BANK'S ACCOUNTS
AT ITS HEAD OFFICE, BRANCHES AND OTHER
OFFICES, WITH POWER TO THE BOARD, INCLUDING
RELEVANT COMMITTEE(S) THEREOF, TO ALTER AND
VARY THE TERMS AND CONDITIONS OF
APPOINTMENT, ETC., INCLUDING BY REASON OF
NECESSITY ON ACCOUNT OF CONDITIONS AS MAY
BE STIPULATED BY THE RBI AND / OR ANY OTHER
AUTHORITY. RESOLVED FURTHER THAT SUBJECT TO
APPLICABLE LAWS AND REGULATIONS INCLUDING
THE RELEVANT GUIDELINES AND CIRCULARS OF
THE RBI (AS MAY BE AMENDED, RESTATED,
MODIFIED, REPLACED FROM TIME TO TIME), M.M.
NISSIM & CO. LLP, CHARTERED ACCOUNTANTS
(ICAI FIRM REGISTRATION NO.
107122W/W100672) ['M.M. NISSIM & CO. LLP'],
WHO WERE ALREADY APPOINTED AS THE JOINT
STATUTORY AUDITORS OF THE BANK AT THE 27TH
ANNUAL GENERAL MEETING HELD ON JULY 17,
2021, SHALL ACT AS THE JOINT STATUTORY
AUDITORS OF THE BANK, ALONG WITH PRICE
WATERHOUSE LLP, FOR THE REMAINDER OF THE
TERM OF M.M. NISSIM & CO. LLP. RESOLVED
FURTHER THAT THE OVERALL AUDIT FEES FOR FY
2022-23 SHALL AGGREGATE TO INR 3,85,00,000
(RUPEES THREE CRORES EIGHTY-FIVE LACS
ONLY), AND BE ALLOCATED AS MUTUALLY AGREED
BETWEEN THE BANK AND THE JOINT STATUTORY
AUDITORS, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE.
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORIZED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORIZED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND RESPONSIBILITIES
/ SCOPE OF WORK OF THE RESPECTIVE JOINT
STATUTORY AUDITORS, NEGOTIATING,
FINALIZING, AMENDING, SIGNING, DELIVERING,
EXECUTING THE TERMS OF APPOINTMENT
INCLUDING ANY CONTRACTS OR DOCUMENTS IN
THIS REGARD, WITHOUT BEING REQUIRED TO SEEK
ANY FURTHER CONSENT OR APPROVAL OF THE
MEMBERS OF THE BANK
6 "RESOLVED THAT, PURSUANT TO SECTION 142 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013 AND THE RELEVANT RULES
THEREUNDER, IN ADDITION TO THE RESOLUTION
PASSED BY THE MEMBERS OF THE BANK ON JULY
17, 2021, FOR PAYMENT OF OVERALL AUDIT FEES
OF INR 3,30,00,000 (RUPEES THREE CRORES
THIRTY LAKHS ONLY) FOR FY 2021-22 TO BE
ALLOCATED BY THE BANK BETWEEN MSKA &
ASSOCIATES, CHARTERED ACCOUNTANTS (ICAI
FIRM REGISTRATION NO. 105047W) ['MSKA &
ASSOCIATES'], AND M.M. NISSIM & CO. LLP,
CHARTERED ACCOUNTANTS (ICAI FIRM
REGISTRATION NO. 107122W/W100672) ['M.M.
NISSIM & CO. LLP'], JOINT STATUTORY
AUDITORS OF THE BANK, FURTHER APPROVAL OF
THE MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED FOR PAYMENT OF ADDITIONAL FEES OF
INR 55,00,000 (RUPEES FIFTY FIVE LAKHS
ONLY) TO MSKA & ASSOCIATES AND M.M. NISSIM
& CO. LLP, FOR SUBSTANTIAL INCREASE IN THE
SCOPE OF THEIR WORK EMANATING FROM VARIOUS
CIRCULARS / NOTIFICATIONS ISSUED BY THE
RESERVE BANK OF INDIA (RBI) AND SECURITIES
AND EXCHANGE BOARD OF INDIA (SEBI), FOR FY
2021-22, TO BE ALLOCATED BY THE BANK
BETWEEN MSKA & ASSOCIATES AND M.M. NISSIM &
CO. LLP, AS MAY BE MUTUALLY AGREED BETWEEN
THE BANK AND THE SAID RESPECTIVE AUDITORS,
DEPENDING UPON THEIR RESPECTIVE SCOPE OF
WORK, IN ADDITION TO OUT OF POCKET
EXPENSES, OUTLAYS AND TAXES AS APPLICABLE."
RESOLVED FURTHER THAT FOR THE PURPOSE OF
GIVING EFFECT TO THE ABOVE RESOLUTION, THE
BOARD (INCLUDING THE AUDIT COMMITTEE OF THE
BOARD OR ANY OTHER PERSON(S) AUTHORISED BY
THE BOARD OR THE AUDIT COMMITTEE IN THIS
REGARD), BE AND IS HEREBY AUTHORISED ON
BEHALF OF THE BANK TO DO ALL SUCH ACTS,
DEEDS, MATTERS AND THINGS AS IT MAY, IN ITS
ABSOLUTE DISCRETION, DEEM NECESSARY OR
DESIRABLE FOR SUCH PURPOSE AND WITH POWER
ON BEHALF OF THE BANK TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN REGARD TO IMPLEMENTATION OF THE
RESOLUTION INCLUDING BUT NOT LIMITED TO
DETERMINATION OF ROLES AND
RESPONSIBILITIES/ SCOPE OF WORK OF THE
RESPECTIVE JOINT STATUTORY AUDITOR(S),
NEGOTIATING, FINALISING, AMENDING, SIGNING,
DELIVERING, EXECUTING, THE TERMS OF
APPOINTMENT INCLUDING ANY CONTRACTS OR
DOCUMENTS IN THIS REGARD, WITHOUT BEING
REQUIRED TO SEEK ANY FURTHER CONSENT OR
APPROVAL OF THE MEMBERS OF THE BANK
7 "RESOLVED THAT PURSUANT TO SECTIONS 152, Mgmt For For
161 AND OTHER APPLICABLE PROVISIONS, IF
ANY, OF THE COMPANIES ACT, 2013 AND THE
RELEVANT RULES THEREUNDER, THE BANKING
REGULATIONACT, 1949, RELEVANT CIRCULARS
ISSUED BY THE RBI FROM TIME TO TIME,
INCLUDING ANY AMENDMENTS, MODIFICATIONS,
VARIATIONS OR RE-ENACTMENTS THEREOF, THE
ARTICLES OF ASSOCIATION OF THE BANK, AND
RECOMMENDATION OF THE NOMINATION AND
REMUNERATION COMMITTEE AND THE BOARD OF
DIRECTORS OF THE BANK (HEREINAFTER REFERRED
TO AS THE "BOARD", WHICH TERM SHALL BE
DEEMED TO INCLUDE ANY COMMITTEE CONSTITUTED
/ EMPOWERED / TO BE CONSTITUTED BY THE
BOARD FROM TIME TO TIME TO EXERCISE ITS
POWERS CONFERRED BY THIS RESOLUTION), THE
RE-APPOINTMENT OF MRS. RENU KARNAD (DIN
00008064), BE AND IS HEREBY APPROVED BY THE
MEMBERS AS A NONEXECUTIVE DIRECTOR (NOMINEE
OF HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED, PROMOTER OF THE BANK), FOR A
SECOND TERM OF FIVE (5) YEARS WITH EFFECT
FROM SEPTEMBER 3, 2022 TILL SEPTEMBER 2,
2027, LIABLE TO RETIRE BY ROTATION.
RESOLVED FURTHER THAT MRS. RENU KARNAD
SHALL BE PAID SITTING FEES, REIMBURSED
EXPENSES FOR ATTENDING BOARD AND COMMITTEE
MEETINGS AS APPLICABLE AND FIXED
REMUNERATION OF INR 20,00,000 (RUPEES
TWENTY LAKHS ONLY) PER ANNUM FROM THE DATE
OF HER APPOINTMENT TILL THE END OF HER
TENURE, ON PROPORTIONATE BASIS, IN TERMS OF
THE RBI CIRCULAR ON CORPORATE GOVERNANCE IN
BANKS - APPOINTMENT OF DIRECTORS AND
CONSTITUTION OF COMMITTEES OF THE BOARD
DATED APRIL 26, 2021. RESOLVED FURTHER THAT
THE BOARD OF DIRECTORS OF THE BANK BE AND
IS HEREBY AUTHORIZED TO EXECUTE ALL SUCH
DOCUMENTS, INSTRUMENTS AND WRITINGS, AS
DEEMED NECESSARY, FILE REQUISITE FORMS OR
APPLICATIONS WITH STATUTORY/ REGULATORY
AUTHORITIES, WITH THE POWER TO SETTLE ALL
QUESTIONS, DIFFICULTIES OR DOUBTS THAT MAY
ARISE IN THIS REGARD, AS IT MAY IN ITS SOLE
AND ABSOLUTE DISCRETION DEEM FIT AND TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS AS
MAY BE CONSIDERED NECESSARY AND APPROPRIATE
AND TO DELEGATE ALL OR ANY OF ITS POWERS
HEREIN CONFERRED TO ANY
DIRECTOR(S)/OFFICER(S) OF THE BANK, TO GIVE
EFFECT TO THIS RESOLUTION."
8 "RESOLVED THAT PURSUANT TO SECTION 42 AND Mgmt For For
OTHER APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES ACT, 2013, RULE 14 AND OTHER
APPLICABLE PROVISIONS, IF ANY, OF THE
COMPANIES (PROSPECTUS AND ALLOTMENT OF
SECURITIES) RULES, 2014, THE COMPANIES
(SHARE CAPITAL AND DEBENTURE) RULES, 2014,
ANY OTHER APPLICABLE RULES, SECURITIES AND
EXCHANGE BOARD OF INDIA (ISSUE AND LISTING
OF DEBT SECURITIES) REGULATIONS, 2008, ANY
OTHER APPLICABLE PROVISIONS OF LAW, ANY
AMENDMENTS, MODIFICATIONS, VARIATIONS OR
RE-ENACTMENTS THERETO FROM TIME TO TIME,
AND THE RELEVANT PROVISIONS OF THE
MEMORANDUM AND ARTICLES OF ASSOCIATION OF
THE BANK AND SUBJECT TO SUCH OTHER
APPROVAL(S), CONSENT(S), PERMISSION(S) AND
SANCTION(S) AS MAY BE NECESSARY FROM THE
CONCERNED AUTHORITIES / REGULATORS /
STATUTORY AUTHORITY(IES), INCLUDING RESERVE
BANK OF INDIA ("RBI"), THE APPROVAL OF THE
MEMBERS OF THE BANK BE AND IS HEREBY
ACCORDED TO THE BOARD OF DIRECTORS OF THE
BANK (HEREINAFTER REFERRED TO AS "BOARD"
AND WHICH TERM SHALL BE DEEMED TO INCLUDE
ANY COMMITTEE OF THE BOARD OR ANY OTHER
PERSONS TO WHOM POWERS ARE DELEGATED BY THE
BOARD AS PERMITTED UNDER THE COMPANIES ACT,
2013 OR RULES THEREUNDER) FOR BORROWING /
RAISING FUNDS IN INDIAN OR FOREIGN CURRENCY
BY ISSUE OF UNSECURED PERPETUAL DEBT
INSTRUMENTS (PART OF ADDITIONAL TIER I
CAPITAL), TIER II CAPITAL BONDS AND LONG
TERM BONDS (FINANCING OF INFRASTRUCTURE AND
AFFORDABLE HOUSING), WHETHER IN INDIA OR
ABROAD, ON A PRIVATE PLACEMENT BASIS AND /
OR FOR MAKING OFFERS AND / OR INVITATIONS
THEREFOR AND / OR ISSUE(S) / ISSUANCES
THEREFOR, ON PRIVATE PLACEMENT BASIS, EVEN
IF THE AMOUNT TO BE BORROWED/ RAISED
EXCEEDS/WILL EXCEED THE LIMIT AS SPECIFIED
IN CLAUSE (C) OF SUB-SECTION (1) OF SECTION
180 OF THE COMPANIES ACT, 2013, FOR A
PERIOD OF ONE (1) YEAR FROM THE DATE
HEREOF, IN ONE OR MORE TRANCHES AND / OR
SERIES AND UNDER ONE OR MORE SHELF
DISCLOSURE DOCUMENTS AND / OR ONE OR MORE
ISSUES / LETTERS OF OFFER OR SUCH OTHER
DOCUMENTS OR AMENDMENTS / REVISIONS THEREOF
AND ON SUCHTERMS AND CONDITIONS FOR EACH
SERIES / TRANCHES INCLUDING THE PRICE,
COUPON, PREMIUM, DISCOUNT, TENOR, LISTING,
ETC. AS MAY BE DEEMED FIT BY THE BOARD, AS
PER THE STRUCTURE AND WITHIN THE LIMITS
PERMITTED BY THE RBI, OF AN AMOUNT IN
AGGREGATE NOT EXCEEDING INR 50,000 CRORES;
RESOLVED FURTHER THAT THE MEMBERS OF THE
BANK DO HEREBY ACCORD APPROVAL TO THE BOARD
OF DIRECTORS OF THE BANK TO SIGN AND
EXECUTE ALL SUCH DOCUMENTS, DEEDS AND
WRITINGS AND TO DO ALL SUCH ACTS, DEEDS,
MATTERS AND THINGS AS MAY BE DEEMED
NECESSARY, EXPEDIENT AND INCIDENTAL THERETO
WITH POWER TO SETTLE ALL QUESTIONS,
DIFFICULTIES OR DOUBTS THAT MAY ARISE WITH
REGARD TO ANY OF THE SAID MATTERS, AND TO
DELEGATE ALL OR ANY OF ITS POWERS HEREIN
CONFERRED TO ANY COMMITTEE OF DIRECTORS AND
/ OR DIRECTOR(S) AND / OR OFFICER(S) /
EMPLOYEE(S) OF THE BANK / ANY OTHER
PERSON(S) TO GIVE EFFECT TO THE AFORESAID
RESOLUTION
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716197098
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: CRT
Meeting Date: 25-Nov-2022
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO AND IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF SECTIONS 230 - 232
AND OTHER APPLICABLE PROVISIONS OF THE
COMPANIES ACT, 2013, THE COMPANIES
(COMPROMISES, ARRANGEMENTS AND
AMALGAMATIONS) RULES, 2016 AND ANY OTHER
RULES, CIRCULARS AND NOTIFICATIONS MADE
THEREUNDER (INCLUDING ANY AMENDMENT,
STATUTORY MODIFICATION, VARIATION OR
RE-ENACTMENT THEREOF) AS MAY BE APPLICABLE;
SECTION 2(1B) OF THE INCOMETAX ACT, 1961;
THE BANKING REGULATION ACT, 1949, THE
SECURITIES AND EXCHANGE BOARD OF INDIA ACT,
1992, AND THE REGULATIONS THEREUNDER
INCLUDING THE SECURITIES AND EXCHANGE BOARD
OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015;
COMPETITION ACT, 2002; AND ANY OTHER
APPLICABLE LAWS AND REGULATIONS, INCLUDING
SUCH OTHER DIRECTIONS, GUIDELINES OR
REGULATIONS ISSUED/NOTIFIED BY THE RESERVE
BANK OF INDIA AND THE SECURITIES AND
EXCHANGE BOARD OF INDIA WHICH MAY BE
APPLICABLE, ANY AND ALL OF WHICH AS
NOTIFIED OR AS MAY BE AMENDED FROM TIME TO
TIME AND INCLUDING STATUTORY REPLACEMENT OR
RE-ENACTMENT THEREOF, IF ANY; RESERVE BANK
OF INDIA'S MASTER DIRECTION - AMALGAMATION
OF PRIVATE SECTOR BANKS, DIRECTIONS, 2016,
THE SECURITIES AND EXCHANGE BOARD OF INDIA
MASTER CIRCULAR NO.
SEBI/HO/CFD/DIL1/CIR/P/2021/0000000665
DATED NOVEMBER 23, 2021; THE NO ADVERSE
OBSERVATIONS LETTER/ NO-OBJECTION LETTER
ISSUED BY BSE LIMITED AND THE NATIONAL
STOCK EXCHANGE OF INDIA LIMITED,
RESPECTIVELY, BOTH DATED JULY 2, 2022; AND
SUBJECT TO THE PROVISIONS OF THE MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION
OF HDFC BANK LIMITED ("BANK"); AND SUBJECT
TO THE APPROVAL OF HON'BLE NATIONAL COMPANY
LAW TRIBUNAL, MUMBAI BENCH, MUMBAI
("NCLT"); AND SUBJECT TO RECEIPT OF ALL
STATUTORY, GOVERNMENTAL, PERMISSIONS AND
THIRD PARTY CONSENTS AS MAY BE REQUIRED
INCLUDING THE COMPETITION COMMISSION OF
INDIA, SECURITIES AND EXCHANGE BOARD OF
INDIA, RESERVE BANK OF INDIA, NATIONAL
HOUSING BANK, INSURANCE REGULATORY AND
DEVELOPMENT AUTHORITY OF INDIA, PENSION
FUND REGULATORY AND DEVELOPMENT AUTHORITY
AND SUCH OTHER APPROVALS, PERMISSIONS AND
SANCTIONS OF REGULATORY AND OTHER
AUTHORITIES OR TRIBUNALS, AS MAY BE
NECESSARY; AND SUBJECT TO SUCH CONDITIONS
AND MODIFICATIONS AS MAY BE PRESCRIBED OR
IMPOSED BY THE NCLT OR BY ANY REGULATORY OR
OTHER AUTHORITIES, WHICH MAY BE AGREED TO
BY THE BOARD OF DIRECTORS OF THE BANK
(HEREINAFTER REFERRED TO AS THE "BOARD",
WHICH TERM SHALL BE DEEMED TO MEAN AND
INCLUDE ONE OR MORE COMMITTEE(S)
CONSTITUTED/TO BE CONSTITUTED BY THE BOARD
OR ANY PERSON(S) WHICH THE BOARD MAY
NOMINATE TO EXERCISE ITS POWERS INCLUDING
THE POWERS CONFERRED BY THIS RESOLUTION),
THE ARRANGEMENT EMBODIED IN THE COMPOSITE
SCHEME OF AMALGAMATION AMONG HDFC
INVESTMENTS LIMITED AND HDFC HOLDINGS
LIMITED AND THE HOUSING DEVELOPMENT FINANCE
CORPORATION LIMITED AND THE BANK AND THEIR
RESPECTIVE SHAREHOLDERS AND CREDITORS
("SCHEME") THE DRAFT OF WHICH WAS
CIRCULATED ALONG WITH THIS NOTICE BE AND IS
HEREBY APPROVED." "RESOLVED FURTHER THAT
THE BOARD BE AND IS HEREBY AUTHORIZED TO DO
ALL SUCH ACTS, DEEDS, MATTERS AND THINGS,
AS IT MAY, IN ITS ABSOLUTE DISCRETION DEEM
REQUISITE, DESIRABLE, APPROPRIATE OR
NECESSARY TO GIVE EFFECT TO THE ABOVE
RESOLUTION AND EFFECTIVELY IMPLEMENT THE
ARRANGEMENT EMBODIED IN THE SCHEME AND TO
ACCEPT SUCH MODIFICATIONS, AMENDMENTS,
LIMITATIONS AND/OR CONDITIONS, IF ANY,
WHICH MAY BE REQUIRED AND/ OR IMPOSED BY
THE NCLT WHILE SANCTIONING THE ARRANGEMENT
EMBODIED IN THE SCHEME OR BY ANY REGULATORY
OR OTHER AUTHORITIES, AS MAY BE REQUIRED
FOR THE PURPOSE OF RESOLVING ANY QUESTIONS
OR DOUBTS OR DIFFICULTIES THAT MAY ARISE OR
MEANING OR INTERPRETATION OF THE SCHEME OR
IMPLEMENTATION THEREOF OR IN ANY MATTER
WHATSOEVER CONNECTED THEREWITH, INCLUDING
PASSING OF SUCH ACCOUNTING ENTRIES AND /OR
MAKING SUCH ADJUSTMENTS IN THE BOOKS OF
ACCOUNTS AS CONSIDERED NECESSARY IN GIVING
EFFECT TO THE SCHEME, AS THE BOARD MAY DEEM
FIT AND PROPER
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 716693571
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 25-Mar-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HOUSING DEVELOPMENT FINANCE CORPORATION
LIMITED
2 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDB FINANCIAL SERVICES LIMITED
3 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC SECURITIES LIMITED
4 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC LIFE INSURANCE COMPANY LIMITED
5 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC ERGO GENERAL INSURANCE COMPANY LIMITED
6 APPROVAL OF RELATED PARTY TRANSACTIONS WITH Mgmt For For
HDFC CREDILA FINANCIAL SERVICES LIMITED
--------------------------------------------------------------------------------------------------------------------------
HDFC BANK LTD Agenda Number: 717206850
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119P190
Meeting Type: OTH
Meeting Date: 11-Jun-2023
Ticker:
ISIN: INE040A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT AND REMUNERATION OF MR. KAIZAD Mgmt For For
BHARUCHA (DIN: 02490648) AS A DEPUTY
MANAGING DIRECTOR OF THE BANK, FOR A PERIOD
OF THREE (3) YEARS, W.E.F. APRIL 19, 2023,
ON THE TERMS AND CONDITIONS RELATING TO THE
SAID APPOINTMENT, INCLUDING REMUNERATION,
AS APPROVED BY THE RBI
2 APPOINTMENT AND REMUNERATION OF MR. BHAVESH Mgmt For For
ZAVERI (DIN: 01550468) AS AN EXECUTIVE
DIRECTOR OF THE BANK, FOR A PERIOD OF THREE
(3) YEARS, W.E.F. APRIL 19, 2023, ON THE
TERMS AND CONDITIONS RELATING TO THE SAID
APPOINTMENT, INCLUDING REMUNERATION, AS
APPROVED BY THE RBI
--------------------------------------------------------------------------------------------------------------------------
HERMES INTERNATIONAL SA Agenda Number: 716888637
--------------------------------------------------------------------------------------------------------------------------
Security: F48051100
Meeting Type: MIX
Meeting Date: 20-Apr-2023
Ticker:
ISIN: FR0000052292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT 04 APR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS AVAILABLE
BY CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/balo/pdf/2023/0310/202303102300495
.pdf AND PLEASE NOTE THAT THIS IS A REVISION
DUE TO MODIFICATION OF TEXT OF RESOLUTION
24. IF YOU HAVE ALREADY SENT IN YOUR VOTES
TO MID 886691, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For
STATEMENTS
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
3 EXECUTIVE MANAGEMENT DISCHARGE Mgmt For For
4 ALLOCATION OF NET INCOME - DISTRIBUTION OF Mgmt For For
AN ORDINARY DIVIDEND
5 APPROVAL OF RELATED-PARTY AGREEMENTS Mgmt For For
6 AUTHORISATION GRANTED TO THE EXECUTIVE Mgmt For For
MANAGEMENT TO TRADE IN THE COMPANYS SHARES
7 APPROVAL OF THE INFORMATION REFERRED TO IN Mgmt For For
I OF ARTICLE L. 22-10-9 OF THE FRENCH
COMMERCIAL CODE WITH REGARD TO COMPENSATION
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2022, FOR ALL CORPORATE OFFICERS (GLOBAL
EX-POST VOTE)
8 APPROVAL OF TOTAL COMPENSATION AND BENEFITS Mgmt For For
OF ALL KINDS PAID DURING OR AWARDED IN
RESPECT OF THE FINANCIAL YEAR ENDED 31
DECEMBER 2022 TO MR AXEL DUMAS, EXECUTIVE
CHAIRMAN (INDIVIDUAL EX-POST VOTE)
9 APPROVAL OF TOTAL COMPENSATION AND BENEFITS Mgmt For For
OF ALL KINDS PAID DURING OR AWARDED IN
RESPECT OF THE FINANCIAL YEAR ENDED 31
DECEMBER 2022 TO THE COMPANY MILE HERMS
SAS, EXECUTIVE CHAIRMAN (INDIVIDUAL EX-POST
VOTE)
10 APPROVAL OF TOTAL COMPENSATION AND BENEFITS Mgmt For For
OF ALL KINDS PAID DURING OR AWARDED IN
RESPECT OF THE FINANCIAL YEAR ENDED 31
DECEMBER 2022 TO MR RIC DE SEYNES, CHAIRMAN
OF THE SUPERVISORY BOARD (INDIVIDUAL
EX-POST VOTE)
11 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
EXECUTIVE CHAIRMEN (EX-ANTE VOTE)
12 DETERMINATION OF THE TOTAL ANNUAL AMOUNT OF Mgmt For For
REMUNERATION TO BE PAID TO SUPERVISORY
BOARD MEMBERS - APPROVAL OF THE
COMPENSATION POLICY FOR SUPERVISORY BOARD
MEMBERS (EX-ANTE VOTE)
13 RE-ELECTION OF MS DOROTHE ALTMAYER AS Mgmt For For
SUPERVISORY BOARD MEMBER FOR A TERM OF
THREE YEARS
14 RE-ELECTION OF MS MONIQUE COHEN AS Mgmt For For
SUPERVISORY BOARD MEMBER FOR A TERM OF
THREE YEARS
15 RE-ELECTION OF MR RENAUD MOMMJA AS Mgmt For For
SUPERVISORY BOARD MEMBER FOR A TERM OF
THREE YEARS
16 RE-ELECTION OF MR ERIC DE SEYNES AS Mgmt For For
SUPERVISORY BOARD MEMBER FOR A TERM OF
THREE YEARS
17 RE-ELECTION OF THE COMPANY Mgmt For For
PRICEWATERHOUSECOOPERS AUDIT AS STATUTORY
AUDITOR FOR A TERM OF SIX FINANCIAL YEARS
18 RE-ELECTION OF THE COMPANY GRANT THORNTON Mgmt For For
AUDIT AS STATUTORY AUDITOR FOR A TERM OF
SIX FINANCIAL YEARS
19 AUTHORISATION TO BE GRANTED TO THE Mgmt For For
EXECUTIVE MANAGEMENT TO REDUCE THE SHARE
CAPITAL BY CANCELLATION OF ALL OR PART OF
THE TREASURY SHARES HELD BY THE COMPANY
(ARTICLE L. 22-10-62 OF THE FRENCH
COMMERCIAL CODE) - GENERAL CANCELLATION
PROGRAM
20 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO INCREASE THE
SHARE CAPITAL BY INCORPORATION OF RESERVES,
PROFITS AND/OR PREMIUMS AND FREE ALLOCATION
OF SHARES AND/OR INCREASE IN THE PAR VALUE
OF EXISTING SHARES
21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO DECIDE ON THE
ISSUE OF SHARES AND/OR ANY OTHER SECURITIES
GIVING ACCESS TO THE SHARE CAPITAL WITH
MAINTENANCE OF PREEMPTIVE SUBSCRIPTION
RIGHTS
22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO DECIDE ON THE
ISSUE OF SHARES AND/OR ANY OTHER SECURITIES
GIVING ACCESS TO THE SHARE CAPITAL, WITH
PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED
BUT WITH THE ABILITY TO ESTABLISH A
PRIORITY PERIOD, BY PUBLIC OFFERING (OTHER
THAN THAT REFERRED TO IN ARTICLE L. 411 2,
1 OF THE CMF)
23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO DECIDE TO
INCREASE THE SHARE CAPITAL BY ISSUING
SHARES AND/OR ANY OTHER SECURITIES GIVING
ACCESS TO THE SHARE CAPITAL, RESERVED FOR
MEMBERS OF A COMPANY OR GROUP SAVINGS PLAN,
WITH PREEMPTIVE SUBSCRIPTION RIGHTS
CANCELLED
24 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO DECIDE ON THE
ISSUE OF SHARES AND/OR ANY OTHER SECURITIES
GIVING ACCESS TO THE SHARE CAPITAL, WITH
PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED,
BY PRIVATE PLACEMENT PURSUANT TO ARTICLE L.
411 - 2, 1 OF THE FRENCH MONETARY AND
FINANCIAL CODE
25 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO DECIDE ON THE
ISSUE OF SHARES AND/OR SECURITIES GIVING
ACCESS TO THE SHARE CAPITAL, WITH
PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED,
IN ORDER TO COMPENSATE CONTRIBUTIONS IN
KIND GRANTED TO THE COMPANY RELATING TO
EQUITY SECURITIES OR SECURITIES GIVING
ACCESS TO THE SHARE CAPITAL
26 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO DECIDE ON ONE
OR MORE OPERATION(S) OF MERGER BY
ABSORPTION, SPIN-OFF OR PARTIAL
CONTRIBUTION OF ASSETS SUBJECT TO THE LEGAL
REGIME FOR SPIN-OFFS (ARTICLE L. 236-9, II
OF THE FRENCH COMMERCIAL CODE)
27 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE EXECUTIVE MANAGEMENT TO INCREASE THE
CAPITAL BY ISSUING SHARES IN THE EVENT OF
THE USE OF THE DELEGATION OF AUTHORITY
GRANTED TO THE EXECUTIVE MANAGEMENT TO
DECIDE ON ONE OR MORE MERGER(S) BY
ABSORPTION, SPIN-OFF(S) OR PARTIAL(S)
CONTRIBUTION(S) OF ASSETS SUBJECT TO THE
LEGAL REGIME FOR SPIN-OFFS
28 AUTHORISATION TO BE GIVEN TO THE EXECUTIVE Mgmt For For
MANAGEMENT TO GRANT FREE EXISTING SHARES
29 DELEGATION OF AUTHORITY TO CARRY OUT THE Mgmt For For
FORMALITIES RELATED TO THE GENERAL MEETING
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 870765 DUE TO SLIB NEED TO BE
FLAGGED AS Y. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
HINDUSTAN AERONAUTICS LTD Agenda Number: 715953205
--------------------------------------------------------------------------------------------------------------------------
Security: Y3199R108
Meeting Type: AGM
Meeting Date: 29-Aug-2022
Ticker:
ISIN: INE066F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
FINANCIAL STATEMENTS (INCLUDING AUDITED
CONSOLIDATED FINANCIAL STATEMENTS) FOR THE
FINANCIAL YEAR ENDED 31ST MARCH, 2022 AND
THE REPORTS OF THE BOARD OF DIRECTORS AND
AUDITORS THEREON AND COMMENTS OF THE
COMPTROLLER & AUDITOR GENERAL OF INDIA
2 TO CONFIRM PAYMENT OF INTERIM DIVIDEND OF Mgmt For For
INR 40/- PER EQUITY SHARE AND TO DECLARE A
FINAL DIVIDEND ON EQUITY SHARES FOR THE
FINANCIAL YEAR 2021-22
3 TO APPOINT A DIRECTOR IN PLACE OF SHRI ALOK Mgmt For For
VERMA, (DIN 08652280) WHO RETIRES BY
ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF
FOR RE-APPOINTMENT
4 TO APPOINT A DIRECTOR IN PLACE OF SHRI Mgmt For For
CHANDRAKER BHARTI (DIN 02599261) WHO
RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT
5 TO FIX REMUNERATION OF STATUTORY AUDITORS Mgmt For For
FOR THE FINANCIAL YEAR 2022-23
6 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 148(3) OF THE COMPANIES ACT, 2013
READ WITH RULE 14 OF COMPANIES (AUDIT AND
AUDITORS) RULES, 2014 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013, THE
REMUNERATION OF INR 2,50,000/- (RUPEES TWO
LAKHS AND FIFTY THOUSAND ONLY) EXCLUDING
APPLICABLE TAX PAYABLE TO M/S GNV &
ASSOCIATES, COST ACCOUNTANTS, BENGALURU,
FOR CONDUCTING COST AUDIT OF THE COMPANY
FOR THE FINANCIAL YEAR 2022-23, AS APPROVED
BY THE BOARD OF DIRECTORS OF THE COMPANY,
BE AND IS HEREBY RATIFIED
7 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 149, 150, 152 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013, AND THE RULES MADE THEREUNDER AND
REGULATION 17(1C) & REGULATION 25(2A) OF
THE SEBI (LODR) REGULATIONS, 2015 AS
AMENDED, DR. DIVYA GUPTA, (DIN 00236773),
WHO WAS APPOINTED AS A PART-TIME
NON-OFFICIAL (INDEPENDENT) WOMAN DIRECTOR
OF THE COMPANY WITH EFFECT FROM 28TH
DECEMBER, 2021 BY THE BOARD OF DIRECTORS
PURSUANT TO THE LETTER F. NO.
49016/02/2021-D(HAL-III) DATED 28TH
DECEMBER, 2021 OF THE DDP, MOD, BE AND IS
HEREBY APPOINTED AS PART- TIME NON-OFFICIAL
(INDEPENDENT) WOMAN DIRECTOR OF THE
COMPANY, NOT LIABLE TO RETIRE BY ROTATION,
ON THE SAME TERMS & CONDITIONS AS
DETERMINED BY THE GOVT. OF INDIA
8 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 149, 150, 152 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013, AND THE RULES MADE THEREUNDER AND
REGULATION 17(1C) & REGULATION 25(2A) OF
THE SEBI (LODR) REGULATIONS, 2015 AS
AMENDED, SHRI DEEPAK ABASAHEB SHINDE, (DIN
00288460), WHO WAS APPOINTED AS A PART-TIME
NON-OFFICIAL (INDEPENDENT) DIRECTOR OF THE
COMPANY WITH EFFECT FROM 28TH APRIL, 2022
BY THE BOARD OF DIRECTORS PURSUANT TO THE
LETTER F. NO. 8(23)/2021-D(COORD/DDP) DATED
28TH APRIL, 2022 OF THE DDP, MOD, BE AND IS
HEREBY APPOINTED AS PART-TIME NON-OFFICIAL
(INDEPENDENT) DIRECTOR OF THE COMPANY, NOT
LIABLE TO RETIRE BY ROTATION, ON THE SAME
TERMS & CONDITIONS AS DETERMINED BY THE
GOVT. OF INDIA
9 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTION 152, 160 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT,
2013, AND THE RULES MADE THEREUNDER AND
REGULATION 17(1C) OF SEBI (LODR)
REGULATIONS, 2015 AS AMENDED, SHRI JAYADEVA
E.P. (DIN 06761333) WHO WAS APPOINTED AS AN
ADDITIONAL DIRECTOR AND DESIGNATED AS
DIRECTOR (OPERATIONS) OF THE COMPANY BY THE
BOARD OF DIRECTORS WITH EFFECT FROM 10TH
JUNE, 2022 AS PER THE GOVT. OF INDIA, MOD
LETTER F. NO. 49013/01/2021-D (HAL-III)
DATED 10TH JUNE, 2022 AND WHO HOLDS OFFICE
UNTIL THE DATE OF ENSUING ANNUAL GENERAL
MEETING IN TERMS OF SECTION 161 OF THE
COMPANIES ACT, 2013, AND IN RESPECT OF WHOM
THE COMPANY HAS RECEIVED A NOTICE IN
WRITING FROM HIM UNDER SECTION 160 OF THE
COMPANIES ACT, 2013 SIGNIFYING HIS
INTENTION TO APPOINT HIM AS A DIRECTOR, BE
AND IS HEREBY APPOINTED AS DIRECTOR
(OPERATIONS) OF THE COMPANY ON TERMS AND
CONDITIONS AS STIPULATED BY THE GOVERNMENT
OF INDIA
--------------------------------------------------------------------------------------------------------------------------
HINDUSTAN AERONAUTICS LTD Agenda Number: 716333810
--------------------------------------------------------------------------------------------------------------------------
Security: Y3199R108
Meeting Type: OTH
Meeting Date: 07-Dec-2022
Ticker:
ISIN: INE066F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF SHRI RAJEEV PRAKASH (DIN: Mgmt For For
08590061) AS GOVERNMENT NOMINEE DIRECTOR OF
THE COMPANY
2 APPOINTMENT OF DR. D K SUNIL (DIN: Mgmt For For
09639264) AS WHOLE TIME DIRECTOR DESIGNATED
AS DIRECTOR (ENGINEERING AND R&D) OF THE
COMPANY
--------------------------------------------------------------------------------------------------------------------------
IPSOS SA Agenda Number: 716976608
--------------------------------------------------------------------------------------------------------------------------
Security: F5310M109
Meeting Type: MIX
Meeting Date: 15-May-2023
Ticker:
ISIN: FR0000073298
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0407/202304072300837
.pdf
1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED
DECEMBER 31, 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED
DECEMBER 31, 2022
3 APPROPRIATION OF EARNINGS FOR THE FINANCIAL Mgmt For For
YEAR ENDED DECEMBER 31, 2022 AND
DISTRIBUTION OF A DIVIDEND OF 1.35 PER
SHARE
4 RELATED-PARTY AGREEMENTS Mgmt For For
5 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF PATRICK ARTUS
6 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF BEN PAGE
7 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF ELIANE ROUYER-CHEVALIER
8 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF LAURENCE STOCLET
9 APPOINTMENT OF ANGELS MARTIN MUNOZ AS Mgmt For For
DIRECTOR
10 APPOINTMENT OF FLORENCE PARLY AS DIRECTOR Mgmt For For
11 RENEWAL OF THE MANDATE OF GRANT THORNTON AS Mgmt For For
JOINT STATUTORY AUDITOR
12 DETERMINATION OF THE GLOBAL ANNUAL AMOUNT Mgmt For For
OF THE COMPENSATION OF THE DIRECTORS
13 APPROVAL OF THE COMPENSATION AND BENEFITS Mgmt For For
PAID OR AWARDED FOR THE FINANCIAL YEAR
ENDED DECEMBER 31, 2022 TO BEN PAGE, CEO
14 APPROVAL OF THE COMPENSATION AND BENEFITS Mgmt For For
PAID OR AWARDED FOR THE FINANCIAL YEAR
ENDED DECEMBER 31, 2022 TO DIDIER TRUCHOT,
CHAIRMAN OF THE BOARD OF DIRECTORS
15 CONSULTATIVE VOTE ON THE COMPENSATION AND Mgmt For For
BENEFITS PAID OR AWARDED FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2022 TO LAURENCE
STOCLET, DEPUTY CEO (FOR THE PERIOD FROM
JANUARY 1ST, 2022 TO SEPTEMBER 30, 2022
INCLUSIVE, DATE OF TERMINATION OF THE TERM
OF OFFICE AS DEPUTY CEO)
16 CONSULTATIVE VOTE ON THE COMPENSATION AND Mgmt For For
BENEFITS PAID OR AWARDED FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2022 TO HENRI
WALLARD, DEPUTY CEO (FOR THE PERIOD FROM
JANUARY 1ST, 2022 TO MAY 17, 2022
INCLUSIVE, DATE OF TERMINATION OF THE TERM
OF OFFICE AS DEPUTY CEO)
17 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CEO
18 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN OF THE BOARD OF DIRECTORS
19 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DIRECTORS
20 APPROVAL OF THE INFORMATION ON CORPORATE Mgmt For For
OFFICERS' COMPENSATION INDICATED IN ARTICLE
L.22-10-9 I OF THE FRENCH COMMERCIAL CODE
21 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
ENABLE THE COMPANY TO BUY BACK ITS OWN
SHARES, UP TO A MAXIMUM OF 10% OF ITS SHARE
CAPITAL
22 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
CANCEL SHARES BOUGHT BACK BY THE COMPANY
UNDER ITS SHARE BUYBACK PROGRAM, UP TO 10%
OF ITS SHARE CAPITAL PER 24-MONTH PERIOD
23 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
GRANT PERFORMANCE FREE SHARES, ISSUED OR TO
BE ISSUED, TO EMPLOYEES OF THE COMPANY
AND/OR ITS SUBSIDIARIES AND TO ELIGIBLE
COMPANY CORPORATE OFFICERS, WITH WAIVING OF
THE PREFERENTIAL SUBSCRIPTION RIGHT OF THE
SHAREHOLDERS
24 DELEGATION OF POWERS TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE SHARE CAPITAL BY
ISSUING SHARES, WITH WAVING OF THE
PREFERENTIAL SUBSCRIPTION RIGHT OF THE
SHAREHOLDERS, TO THE BENEFIT OF MEMBERS OF
AN IPSOS GROUP SAVINGS PLAN
25 POWERS TO CARRY OUT LEGAL FORMALITIES Mgmt For For
REQUIRED TO IMPLEMENT THE DECISIONS OF THE
GENERAL SHAREHOLDERS' MEETING
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
--------------------------------------------------------------------------------------------------------------------------
JAPAN AIRPORT TERMINAL CO.,LTD. Agenda Number: 717354916
--------------------------------------------------------------------------------------------------------------------------
Security: J2620N105
Meeting Type: AGM
Meeting Date: 28-Jun-2023
Ticker:
ISIN: JP3699400002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Takashiro,
Isao
2.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Yokota,
Nobuaki
2.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Suzuki,
Hisayasu
2.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Onishi,
Hiroshi
2.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tanaka,
Kazuhito
2.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Koyama, Yoko
2.7 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Ueki,
Yoshiharu
2.8 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kimura, Keiji
2.9 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fukuzawa,
Ichiro
2.10 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kawamata,
Yukihiro
2.11 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fujino,
Takeshi
2.12 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Matsuda,
Keishi
3 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Iwasaki, Kenji
4 Appoint a Substitute Director who is Audit Mgmt For For
and Supervisory Committee Member Sugita,
Yoko
5 Approve Continuance of Policy regarding Mgmt For For
Large-scale Purchases of Company Shares
(Anti-Takeover Defense Measures)
--------------------------------------------------------------------------------------------------------------------------
KEYENCE CORPORATION Agenda Number: 717287355
--------------------------------------------------------------------------------------------------------------------------
Security: J32491102
Meeting Type: AGM
Meeting Date: 14-Jun-2023
Ticker:
ISIN: JP3236200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Takizaki, Takemitsu Mgmt For For
2.2 Appoint a Director Nakata, Yu Mgmt For For
2.3 Appoint a Director Yamaguchi, Akiji Mgmt For For
2.4 Appoint a Director Yamamoto, Hiroaki Mgmt For For
2.5 Appoint a Director Nakano, Tetsuya Mgmt For For
2.6 Appoint a Director Yamamoto, Akinori Mgmt For For
2.7 Appoint a Director Taniguchi, Seiichi Mgmt For For
2.8 Appoint a Director Suenaga, Kumiko Mgmt For For
2.9 Appoint a Director Yoshioka, Michifumi Mgmt For For
3 Appoint a Corporate Auditor Komura, Mgmt For For
Koichiro
4 Appoint a Substitute Corporate Auditor Mgmt For For
Yamamoto, Masaharu
--------------------------------------------------------------------------------------------------------------------------
KINAXIS INC. Agenda Number: 935861256
--------------------------------------------------------------------------------------------------------------------------
Security: 49448Q109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: KXSCF
ISIN: CA49448Q1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director - John (Ian) Giffen Mgmt For For
1B Election of Director - Robert Courteau Mgmt For For
1C Election of Director - Gillian (Jill) Mgmt For For
Denham
1D Election of Director - Angel Mendez Mgmt For For
1E Election of Director - Pamela Passman Mgmt For For
1F Election of Director - Elizabeth (Betsy) Mgmt For For
Rafael
1G Election of Director - Kelly Thomas Mgmt For For
1H Election of Director - John Sicard Mgmt For For
2 Appoint the auditors (see page 8 of the Mgmt For For
circular) KPMG LLP
3 Accept our approach to executive Mgmt For For
compensation as described in the circular.
--------------------------------------------------------------------------------------------------------------------------
KOSE CORPORATION Agenda Number: 716758290
--------------------------------------------------------------------------------------------------------------------------
Security: J3622S100
Meeting Type: AGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: JP3283650004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Kobayashi, Kazutoshi Mgmt For For
2.2 Appoint a Director Kobayashi, Takao Mgmt For For
2.3 Appoint a Director Kobayashi, Masanori Mgmt For For
2.4 Appoint a Director Shibusawa, Koichi Mgmt For For
2.5 Appoint a Director Kobayashi, Yusuke Mgmt For For
2.6 Appoint a Director Mochizuki, Shinichi Mgmt For For
2.7 Appoint a Director Horita, Masahiro Mgmt For For
2.8 Appoint a Director Ogura, Atsuko Mgmt For For
2.9 Appoint a Director Kikuma, Yukino Mgmt For For
2.10 Appoint a Director Yuasa, Norika Mgmt For For
2.11 Appoint a Director Maeda, Yuko Mgmt For For
2.12 Appoint a Director Suto, Miwa Mgmt For For
3.1 Appoint a Corporate Auditor Onagi, Minoru Mgmt For For
3.2 Appoint a Corporate Auditor Miyama, Toru Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KRONES AG Agenda Number: 717021377
--------------------------------------------------------------------------------------------------------------------------
Security: D47441171
Meeting Type: AGM
Meeting Date: 23-May-2023
Ticker:
ISIN: DE0006335003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting
FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO THE MATERIAL URL SECTION
OF THE APPLICATION). IF YOU WISH TO ACT ON
THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES
DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED ON THE BALLOT
ON PROXYEDGE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 1.75 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5 RATIFY ERNST & YOUNG GMBH AS AUDITORS FOR Mgmt For For
FISCAL YEAR 2023
6 APPROVE REMUNERATION REPORT Mgmt For For
7 APPROVE VIRTUAL-ONLY OR HYBRID SHAREHOLDER Mgmt For For
MEETINGS UNTIL 2025; AMEND ARTICLES RE:
ONLINE PARTICIPATION; GENERAL MEETING CHAIR
8.1 ELECT NORBERT BROGER TO THE SUPERVISORY Mgmt For For
BOARD
8.2 ELECT NORA DIEPOLD TO THE SUPERVISORY BOARD Mgmt For For
8.3 ELECT ROBERT FRIEDMANN TO THE SUPERVISORY Mgmt For For
BOARD
8.4 ELECT VOLKER KRONSEDER TO THE SUPERVISORY Mgmt For For
BOARD
8.5 ELECT SUSANNE NONNAST TO THE SUPERVISORY Mgmt For For
BOARD
8.6 ELECT PETRA SCHADEBERG-HERRMANN TO THE Mgmt For For
SUPERVISORY BOARD
8.7 ELECT STEPHAN SEIFERT TO THE SUPERVISORY Mgmt For For
BOARD
8.8 ELECT MATTHIAS WINKLER TO THE SUPERVISORY Mgmt For For
BOARD
9 AUTHORIZE SHARE REPURCHASE PROGRAM AND Mgmt For For
REISSUANCE OR CANCELLATION OF REPURCHASED
SHARES
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
L'OREAL S.A. Agenda Number: 716888738
--------------------------------------------------------------------------------------------------------------------------
Security: F58149133
Meeting Type: MIX
Meeting Date: 21-Apr-2023
Ticker:
ISIN: FR0000120321
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 872332 DUE TO SLIB NEED TO BE
FLAGGED AS Y. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR 2022
3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR Mgmt For For
2022 AND SETTING OF THE DIVIDEND
4 RENEWAL OF THE TERM OF OFFICE OF MRS. Mgmt For For
SOPHIE BELLON AS DIRECTOR
5 RENEWAL OF THE TERM OF OFFICE OF MRS. Mgmt Abstain Against
FABIENNE DULAC AS DIRECTOR
6 SETTING OF THE MAXIMUM OVERALL ANNUAL Mgmt For For
AMOUNT ALLOCATED TO DIRECTORS AS
REMUNERATION FOR THEIR DUTIES
7 APPROVAL OF THE INFORMATION RELATING TO THE Mgmt For For
REMUNERATION OF EACH OF THE CORPORATE
OFFICERS REQUIRED BY SECTION 1 OF ARTICLE
L.22-10-9 OF THE FRENCH COMMERCIAL CODE
8 APPROVAL OF THE FIXED AND VARIABLE ELEMENTS Mgmt For For
MAKING UP THE TOTAL COMPENSATION AND
BENEFITS OF ANY KIND PAID DURING THE
FINANCIAL YEAR 2022 OR AWARDED FOR THIS
FINANCIAL YEAR TO MR. JEAN-PAUL AGON, IN
HIS CAPACITY AS CHAIRMAN OF THE BOARD
9 APPROVAL OF THE FIXED AND VARIABLE ELEMENTS Mgmt For For
MAKING UP THE TOTAL COMPENSATION AND
BENEFITS OF ANY KIND PAID DURING THE
FINANCIAL YEAR 2022 OR AWARDED FOR THIS
FINANCIAL YEAR TO MR. NICOLAS HIERONIMUS IN
HIS CAPACITY AS CHIEF EXECUTIVE OFFICER
10 APPROVAL OF THE DIRECTORS' COMPENSATION Mgmt For For
POLICY
11 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN OF THE BOARD OF DIRECTORS
12 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHIEF EXECUTIVE OFFICER
13 AUTHORIZATION FOR THE COMPANY TO BUY BACK Mgmt For For
ITS OWN SHARES
14 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO INCREASE THE CAPITAL
BY ISSUING OF COMMON SHARES, WITH RETENTION
OF THE SHAREHOLDERS' PRE-EMPTIVE
SUBSCRIPTION RIGHT
15 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO INCREASE THE SHARE
CAPITAL BY INCORPORATION OF PREMIUMS,
RESERVES, PROFITS OR OTHERS
16 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO INCREASE THE CAPITAL
TO REMUNERATE CONTRIBUTIONS IN KIND OF
EQUITY SECURITIES OR TRANSFERABLE
SECURITIES GRANTING ACCESS TO THE CAPITAL
OF THIRD-PARTY COMPANIES GRANTED TO THE
COMPANY
17 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS IN ORDER TO ALLOW
CARRYING OUT A CAPITAL INCREASE RESERVED
FOR EMPLOYEES, WITH CANCELLATION OF THE
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION
RIGHT
18 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO ALLOW CARRYING OUT A
CAPITAL INCREASE RESERVED FOR CATEGORIES OF
BENEFICIARIES CONSISTING OF EMPLOYEES OF
FOREIGN SUBSIDIARIES, WITH CANCELLATION OF
THE PRE-EMPTIVE SUBSCRIPTION RIGHT, IN THE
CONTEXT OF AN EMPLOYEE SHAREHOLDING
OPERATION
19 APPROVAL OF THE PROPOSED PARTIAL Mgmt For For
CONTRIBUTION OF ASSETS SUBJECT TO THE
DEMERGER REGIME, GRANTED BY THE COMPANY TO
ITS SUBSIDIARY L OREAL FRANCE, OF THE
COMPLETE AND AUTONOMOUS DIVISIONS OF
AFFAIRES MARCHE FRANCE AND DOMAINES D
EXCELLENCE, AS WELL AS THE LUXURY OF RETAIL
SECURITIES
20 APPROVAL OF THE PROPOSED PARTIAL Mgmt For For
CONTRIBUTION OF ASSETS SUBJECT TO THE
DEMERGER REGIME GRANTED BY THE COMPANY TO
ITS SUBSIDIARY L OREAL INTERNATIONAL
DISTRIBUTION OF THE COMPLETE AND AUTONOMOUS
BUSINESS DIVISION L OREAL INTERNATIONAL
DISTRIBUTION
21 POWERS TO CARRY OUT FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0315/202303152300578
.pdf
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LONDON STOCK EXCHANGE GROUP PLC Agenda Number: 716832349
--------------------------------------------------------------------------------------------------------------------------
Security: G5689U103
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: GB00B0SWJX34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
2 TO DECLARE AND PAY A DIVIDEND Mgmt For For
3 TO APPROVE THE ANNUAL REPORT ON Mgmt For For
REMUNERATION AND THE ANNUAL STATEMENT OF
THE CHAIR OF THE REMUNERATION COMMITTEE
4 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
POLICY
5 TO RE-ELECT DOMINIC BLAKEMORE AS A DIRECTOR Mgmt For For
6 TO RE-ELECT MARTIN BRAND AS A DIRECTOR Mgmt For For
7 TO RE-ELECT PROFESSOR KATHLEEN DEROSE AS A Mgmt For For
DIRECTOR
8 TO RE-ELECT TSEGA GEBREYES AS A DIRECTOR Mgmt For For
9 TO RE-ELECT CRESSIDA HOGG CBE AS A DIRECTOR Mgmt For For
10 TO RE-ELECT ANNA MANZ AS A DIRECTOR Mgmt For For
11 TO RE-ELECT DR VAL RAHMANI AS A DIRECTOR Mgmt For For
12 TO RE-ELECT DON ROBERT AS A DIRECTOR Mgmt For For
13 TO RE-ELECT DAVID SCHWIMMER AS A DIRECTOR Mgmt For For
14 TO RE-ELECT DOUGLAS STEENLAND AS A DIRECTOR Mgmt For For
15 TO RE-ELECT ASHOK VASWANI AS A DIRECTOR Mgmt For For
16 TO ELECT SCOTT GUTHRIE AS A DIRECTOR Mgmt For For
17 TO ELECT WILLIAM VEREKER AS A DIRECTOR Mgmt For For
18 TO RE-APPOINT ERNST AND YOUNG LLP AS Mgmt For For
AUDITORS
19 TO AUTHORISE THE DIRECTORS TO APPROVE THE Mgmt For For
AUDITORS REMUNERATION
20 TO RENEW THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
SHARES
21 TO AUTHORISE THE COMPANY TO MAKE POLITICAL Mgmt For For
DONATIONS AND INCUR POLITICAL EXPENDITURE
22 TO DISAPPLY PRE-EMPTION RIGHTS IN RESPECT Mgmt For For
OF AN ALLOTMENT OF EQUITY SECURITIES FOR
CASH
23 TO DISAPPLY PRE-EMPTION RIGHTS IN RESPECT Mgmt For For
OF A FURTHER ALLOTMENT OF EQUITY SECURITIES
FOR CASH FOR THE PURPOSES OF FINANCING A
TRANSACTION
24 TO GRANT THE DIRECTORS AUTHORITY TO Mgmt For For
PURCHASE THE COMPANY'S OWN SHARES
25 TO AUTHORISE THE COMPANY TO MAKE OFF-MARKET Mgmt For For
PURCHASES OF SHARES FROM THE CONSORTIUM
SHAREHOLDERS
26 THAT A GENERAL MEETING OTHER THAN AN ANNUAL Mgmt For For
GENERAL MEETING MAY BE CALLED ON NOT LESS
THAN 14 CLEAR DAYS NOTICE
--------------------------------------------------------------------------------------------------------------------------
LONZA GROUP AG Agenda Number: 716878561
--------------------------------------------------------------------------------------------------------------------------
Security: H50524133
Meeting Type: AGM
Meeting Date: 05-May-2023
Ticker:
ISIN: CH0013841017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTION MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 880436 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE REMUNERATION REPORT Mgmt For For
3 APPROVE DISCHARGE OF BOARD AND SENIOR Mgmt For For
MANAGEMENT
4 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF CHF 3.50 PER SHARE
5.1.1 REELECT ALBERT BAEHNY AS DIRECTOR Mgmt For For
5.1.2 REELECT MARION HELMES AS DIRECTOR Mgmt For For
5.1.3 REELECT ANGELICA KOHLMANN AS DIRECTOR Mgmt For For
5.1.4 REELECT CHRISTOPH MAEDER AS DIRECTOR Mgmt For For
5.1.5 REELECT ROGER NITSCH AS DIRECTOR Mgmt For For
5.1.6 REELECT BARBARA RICHMOND AS DIRECTOR Mgmt For For
5.1.7 REELECT JUERGEN STEINEMANN AS DIRECTOR Mgmt For For
5.1.8 REELECT OLIVIER VERSCHEURE AS DIRECTOR Mgmt For For
5.2 REELECT ALBERT BAEHNY AS BOARD CHAIR Mgmt For For
5.3.1 REAPPOINT ANGELICA KOHLMANN AS MEMBER OF Mgmt For For
THE NOMINATION AND COMPENSATION COMMITTEE
5.3.2 REAPPOINT CHRISTOPH MAEDER AS MEMBER OF THE Mgmt For For
NOMINATION AND COMPENSATION COMMITTEE
5.3.3 REAPPOINT JUERGEN STEINEMANN AS MEMBER OF Mgmt For For
THE NOMINATION AND COMPENSATION COMMITTEE
6 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR Mgmt For For
2023
7 RATIFY DELOITTE AG AS AUDITORS FOR FISCAL Mgmt For For
YEAR 2024
8 DESIGNATE THOMANNFISCHER AS INDEPENDENT Mgmt For For
PROXY
9.1 AMEND CORPORATE PURPOSE Mgmt For For
9.2 APPROVE CREATION OF CAPITAL BAND WITHIN THE Mgmt For For
UPPER LIMIT OF CHF 86.6 MILLION AND THE
LOWER LIMIT OF CHF 67.1 MILLION WITH OR
WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
9.3 AMEND ARTICLES RE: VOTING ON THE EXECUTIVE Mgmt For For
COMMITTEE COMPENSATION
9.4 AMEND ARTICLES OF ASSOCIATION Mgmt For For
10 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AMOUNT OF CHF 2.9 MILLION
11.1 APPROVE VARIABLE SHORT-TERM REMUNERATION OF Mgmt For For
EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF
3.5 MILLION FOR FISCAL YEAR 2022
11.2 APPROVE VARIABLE LONG-TERM REMUNERATION OF Mgmt For For
EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF
12.1 MILLION FOR FISCAL YEAR 2023
11.3 APPROVE FIXED REMUNERATION OF EXECUTIVE Mgmt For For
COMMITTEE IN THE AMOUNT OF CHF 3.3 MILLION
FOR THE PERIOD JULY 1, 2023 - DECEMBER 31,
2023
11.4 APPROVE FIXED AND VARIABLE LONG-TERM Mgmt For For
REMUNERATION OF EXECUTIVE COMMITTEE IN THE
AMOUNT OF CHF 19.6 MILLION FOR THE PERIOD
JANUARY 1, 2024 - DECEMBER 31, 2024
12 IN THE EVENT OF ANY YET UNKNOWN NEW OR Shr Abstain Against
MODIFIED PROPOSAL BY A SHAREHOLDER DURING
THE ANNUAL GENERAL MEETING, I INSTRUCT THE
INDEPENDENT REPRESENTATIVE TO VOTE AS
FOLLOWS (YES = VOTE IN FAVOR OF ANY SUCH
YET UNKONWN PROPOSAL; NO = VOTE AGAINST ANY
SUCH YET UNKNOWN PROPOSAL; ABSTAIN)
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting
AGENDA AND MEETING ATTENDANCE REQUESTS
ONLY. PLEASE ENSURE THAT YOU HAVE FIRST
VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A
MARKET REQUIREMENT FOR MEETINGS OF THIS
TYPE THAT THE SHARES ARE REGISTERED AND
MOVED TO A REGISTERED LOCATION AT THE CSD,
AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE.
THEREFORE WHILST THIS DOES NOT PREVENT THE
TRADING OF SHARES, ANY THAT ARE REGISTERED
MUST BE FIRST DEREGISTERED IF REQUIRED FOR
SETTLEMENT. DEREGISTRATION CAN AFFECT THE
VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE
CONCERNS REGARDING YOUR ACCOUNTS, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
--------------------------------------------------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON SE Agenda Number: 716830698
--------------------------------------------------------------------------------------------------------------------------
Security: F58485115
Meeting Type: MIX
Meeting Date: 20-Apr-2023
Ticker:
ISIN: FR0000121014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0313/202303132300500
.pdf
1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
3 ALLOCATION OF INCOME - SETTING OF THE Mgmt For For
DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS REFERRED Mgmt For For
TO IN ARTICLE L. 225-38 OF THE FRENCH
COMMERCIAL CODE
5 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
DELPHINE ARNAULT AS DIRECTOR
6 RENEWAL OF THE TERM OF OFFICE FOR MR. Mgmt For For
ANTONIO BELLONI AS DIRECTOR
7 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-JOSEE KRAVIS AS DIRECTOR
8 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
MARIE-LAURE SAUTY DE CHALON AS DIRECTOR
9 RENEWAL OF THE TERM OF OFFICE FOR MRS. Mgmt For For
NATACHA VALLA AS DIRECTOR
10 APPOINTMENT OF MR. LAURENT MIGNON AS Mgmt For For
DIRECTOR
11 RENEWAL OF THE TERM OF OFFICE FOR LORD Mgmt For For
POWELL OF BAYSWATER AS CENSOR
12 APPOINTMENT OF MR. DIEGO DELLA VALLE AS Mgmt For For
CENSOR
13 APPROVAL OF THE INFORMATION RELATING TO THE Mgmt For For
COMPENSATION OF CORPORATE OFFICERS, AS
REFERRED TO IN SECTION I OF ARTICLE
L.22-10-9 OF THE FRENCH COMMERCIAL CODE
14 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING THE FINANCIAL YEAR 2022 OR ALLOCATED
FOR THE SAME FINANCIAL YEAR TO MR. BERNARD
ARNAULT, CHAIRMAN AND CHIEF EXECUTIVE
OFFICER
15 APPROVAL OF THE COMPENSATION ELEMENTS PAID Mgmt For For
DURING FINANCIAL YEAR 2022 OR ALLOCATED FOR
THE SAME FINANCIAL YEAR TO MR. ANTONIO
BELLONI, DEPUTY CHIEF EXECUTIVE OFFICER
16 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
DIRECTORS
17 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
18 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DEPUTY CHIEF EXECUTIVE OFFICER
19 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
TRADE IN THE COMPANY'S SHARES AT A MAXIMUM
PURCHASE PRICE OF 1,200 EUROS PER SHARE,
FOR A MAXIMUM CUMULATIVE AMOUNT OF 60.4
BILLION EUROS
20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO
REDUCE THE SHARE CAPITAL BY CANCELLING
SHARES HELD BY THE COMPANY FOLLOWING THE
REPURCHASE OF ITS OWN SHARES
21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE CAPITAL
BY INCORPORATION OF PROFITS, RESERVES,
PREMIUMS OR OTHERS
22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED WITH RETENTION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE BY PUBLIC
OFFERING (OTHER THAN THOSE REFERRED TO IN
SECTION 1 OF ARTICLE L. 411-2 OF THE FRENCH
MONETARY AND FINANCIAL CODE), COMMON
SHARES, AND/OR EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES, AND/OR TRANSFERABLE
SECURITIES GRANTING ACCESS TO EQUITY
SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT WITH
THE OPTION OF A PRIORITY RIGHT
24 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES,
AND/OR EQUITY SECURITIES GRANTING ACCESS TO
OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES, AND/OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO EQUITY SECURITIES TO BE
ISSUED, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE
BENEFIT OF QUALIFIED INVESTORS OR A LIMITED
CIRCLE OF INVESTORS
25 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO INCREASE THE NUMBER
OF SECURITIES TO BE ISSUED IN THE EVENT OF
A CAPITAL INCREASE WITH RETENTION OR
CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT IN THE
CONTEXT OF OVER-ALLOTMENT OPTIONS IN CASE
OF OVERSUBSCRIPTION OF THE NUMBER OF
SECURITIES OFFERED
26 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OR TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
SECURITIES BROUGHT INTO ANY PUBLIC EXCHANGE
OFFER INITIATED BY THE COMPANY
27 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO ISSUE, WITHIN THE LIMIT OF 10%
OF THE SHARE CAPITAL, COMMON SHARES OR
EQUITY SECURITIES GRANTING ACCESS TO OTHER
EQUITY SECURITIES OF THE COMPANY OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF
DEBT SECURITIES AS COMPENSATION FOR
CONTRIBUTIONS IN KIND OF EQUITY SECURITIES
OR TRANSFERABLE SECURITIES GRANTING ACCESS
TO THE CAPITAL, GRANTED TO THE COMPANY
28 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS, FOR A PERIOD OF TWENTY-SIX
MONTHS, TO GRANT SHARE SUBSCRIPTION OPTIONS
WITH CANCELLATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT, OR SHARE
PURCHASE OPTIONS TO EMPLOYEES AND/OR
EXECUTIVE CORPORATE OFFICERS OF THE COMPANY
AND RELATED ENTITIES, WITHIN THE LIMIT OF
1% OF THE CAPITAL
29 DELEGATION OF AUTHORITY TO GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, FOR A PERIOD OF
TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO
THE COMPANY'S CAPITAL, WITH CANCELLATION OF
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION
RIGHT, FOR THE BENEFIT OF MEMBERS OF THE
GROUP'S COMPANY SAVINGS PLAN(S), WITHIN THE
LIMIT OF 1% OF THE SHARE CAPITAL
30 SETTING OF THE OVERALL CEILING FOR Mgmt For For
IMMEDIATE OR FUTURE CAPITAL INCREASES
DECIDED IN ACCORDANCE WITH DELEGATIONS OF
AUTHORITY
--------------------------------------------------------------------------------------------------------------------------
MAHINDRA & MAHINDRA LTD Agenda Number: 715936437
--------------------------------------------------------------------------------------------------------------------------
Security: Y54164150
Meeting Type: CRT
Meeting Date: 19-Aug-2022
Ticker:
ISIN: INE101A01026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT PURSUANT TO THE PROVISIONS OF Mgmt For For
SECTIONS 230 TO 232 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013, THE
RULES, CIRCULARS AND NOTIFICATIONS ISSUED
THEREUNDER, AND THE SECURITIES AND EXCHANGE
BOARD OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015,
READ WITH THE CIRCULARS AND NOTIFICATIONS
ISSUED THEREUNDER, [INCLUDING ANY STATUTORY
MODIFICATION(S) OR AMENDMENT(S) THERETO OR
RE-ENACTMENT(S) THEREOF, FOR THE TIME BEING
IN FORCE] AND CLAUSE 3 OF THE MEMORANDUM OF
ASSOCIATION OF THE COMPANY AND SUBJECT TO
THE APPROVAL OF THE HON'BLE NATIONAL
COMPANY LAW TRIBUNAL, MUMBAI BENCH ("NCLT"
OR "TRIBUNAL") AND APPROVALS OF SUCH OTHER
STATUTORY/GOVERNMENT AUTHORITY(IES), AS MAY
BE NECESSARY OR AS MAY BE DIRECTED BY THE
NCLT OR SUCH OTHER COMPETENT
AUTHORITY(IES), AS THE CASE MAY BE,
APPROVAL OF THE COMPANY BE ACCORDED TO THE
MERGER OF MAHINDRA ELECTRIC MOBILITY
LIMITED ("MEML" OR "TRANSFEROR COMPANY"), A
SUBSIDIARY OF THE COMPANY, HAVING ITS
REGISTERED OFFICE SITUATED AT MAHINDRA
TOWERS, DR. G.M. BHOSALE MARG, P.K. KURNE
CHOWK, WORLI, MUMBAI - 400 018, WITH THE
COMPANY WITH APPOINTED DATE AS 1ST APRIL,
2021 ("THE APPOINTED DATE"), AS PER THE
SCHEME OF MERGER BY ABSORPTION OF MEML WITH
THE COMPANY AND THEIR RESPECTIVE
SHAREHOLDERS ("SCHEME") CIRCULATED WITH THE
NOTICE OF THE MEETING OF THE EQUITY
SHAREHOLDERS OF THE COMPANY. FURTHER
RESOLVED THAT APPROVAL OF THE COMPANY BE
ACCORDED TO THE BOARD OF DIRECTORS OF THE
COMPANY (INCLUDING ANY COMMITTEE THEREOF)
TO DO ALL SUCH ACTS, DEEDS, MATTERS AND
THINGS, INCLUDING MAKING ANY MODIFICATIONS
TO THE SCHEME OR CHOOSING TO WITHDRAW THE
SCHEME AT ANY STAGE, AS MAY BE CONSIDERED
REQUISITE, DESIRABLE, APPROPRIATE OR
NECESSARY IN RELATION TO THE SCHEME, AND TO
ACCEPT SUCH MODIFICATION(S), AMENDMENT(S),
LIMITATION(S) AND/OR CONDITION(S), IF ANY,
WHICH MAY BE REQUIRED AND/OR IMPOSED BY THE
NCLT AND/OR ANY OTHER AUTHORITY(IES) OR AS
MAY BE REQUIRED FOR THE PURPOSE OF
RESOLVING ANY QUESTIONS OR DOUBTS OR
DIFFICULTIES THAT MAY ARISE FOR GIVING
EFFECT TO THE SCHEME INCLUDING PASSING OF
SUCH ACCOUNTING ENTRIES AND /OR MAKING SUCH
ADJUSTMENTS IN THE BOOKS OF ACCOUNTS AS
CONSIDERED NECESSARY, AS THE BOARD MAY DEEM
FIT AND PROPER
--------------------------------------------------------------------------------------------------------------------------
MERCADOLIBRE, INC. Agenda Number: 935843765
--------------------------------------------------------------------------------------------------------------------------
Security: 58733R102
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: MELI
ISIN: US58733R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Susan Segal Mgmt For For
Mario Eduardo Vazquez Mgmt For For
Alejandro N. Aguzin Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers for fiscal year 2022.
3. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. To ratify the appointment of Pistrelli, Mgmt For For
Henry Martin y Asociados S.R.L., a member
firm of Ernst & Young Global Limited, as
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MONCLER S.P.A. Agenda Number: 716846641
--------------------------------------------------------------------------------------------------------------------------
Security: T6730E110
Meeting Type: AGM
Meeting Date: 18-Apr-2023
Ticker:
ISIN: IT0004965148
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 869659 DUE TO RECEIVED SLATES
FOR RESOLUTION 5. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
0010 BALANCE SHEET AS OF 31 DECEMBER 2022 Mgmt For For
APPROVAL, TOGETHER WITH BOARD OF DIRECTORS'
REPORT ON MANAGEMENT, INTERNAL AND EXTERNAL
AUDITORS' REPORT ON MANAGEMENT ACTIVITY.
CONSOLIDATED BALANCE SHEET AS OF 31
DECEMBER 2022. CONSOLIDATED NON-FINANCIAL
DECLARATION DRAFTED AS PER LEGISLATIVE
DECREE NO. 254/2016. RESOLUTIONS RELATED
0020 RESULTS OF THE FISCAL YEAR ALLOCATION. Mgmt For For
RESOLUTIONS RELATED THERETO
0030 NON BINDING RESOLUTION ON THE SECOND Mgmt For For
SECTION OF MONCLER REWARDING AND EMOLUMENT
PAID REPORT, AS PER ART. NO. 123-TER, ITEM
4, DEL OF LEGISLATIVE DECREE 58/98 AND AS
PER ART 84-QUATER OF CONSOB REGULATION NO.
11971/1999
0040 TO AUTHORIZE THE PURCHASE AND DISPOSAL OF Mgmt For For
OWN SHARES AS PER ART. NO 2357, 2357-TER OF
THE ITALIAN CIVIL CODE, ART. 132 OF
LEGISLATIVE DECREE 24 FEBRUARY 1998, NO. 58
AND AS PER ART. 144-BIS OF CONSOB
REGULATION ADOPTED WITH RESOLUTION NO.
11971 OF 14 MAY 1999, UPON REVOCATION, FOR
THE UNEXECUTED PART, OF THE RESOLUTION OF
AUTHORIZATION RESOLVED BY THE ORDINARY
SHAREHOLDERS MEETING HELD ON 21 APRIL 2022.
RESOLUTIONS RELATED THERETO
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AUDITORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 1 OF THE 2
SLATES AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU
005A TO APPOINT THE INTERNAL AUDITORS FOR Shr No vote
THREE-YEAR PERIOD 2023-2025. TO APPOINT OF
THREE EFFECTIVE INTERNAL AUDITOR AND TWO
ALTERNATE INTERNAL AUDITOR. LIST PRESENTED
BY DOUBLE R S.R.L., REPRESENTING 23.7 PCT
OF THE SHARE CAPITAL
005B TO APPOINT THE INTERNAL AUDITORS FOR Shr For
THREE-YEAR PERIOD 2023-2025. TO APPOINT OF
THREE EFFECTIVE INTERNAL AUDITOR AND TWO
ALTERNATE INTERNAL AUDITOR. LIST PRESENTED
BY A GROUP OF INSTITUTIONAL INVESTORS,
REPRESENTING 1.47492 PCT OF THE SHARE
CAPITAL
0060 TO APPOINT THE INTERNAL AUDITORS FOR Mgmt For For
THREE-YEAR PERIOD 2023-2025. TO APPOINT OF
INTERNAL AUDITORS CHAIRMAN
0070 TO APPOINT THE INTERNAL AUDITORS FOR Mgmt For For
THREE-YEAR PERIOD 2023-2025. DETERMINATION
OF THE ANNUAL REMUNERATION FOR THE
EFFECTIVE COMPONENTS OF INTERNAL AUDITORS
--------------------------------------------------------------------------------------------------------------------------
MUNTERS GROUP AB Agenda Number: 717077639
--------------------------------------------------------------------------------------------------------------------------
Security: W5S77G155
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: SE0009806607
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 OPEN MEETING Non-Voting
2 ELECTION OF CHAIRMAN OF THE GENERAL MEETING Mgmt For For
3 PREPARATION AND APPROVAL OF THE VOTING LIST Mgmt For For
4 APPROVAL OF THE AGENDA Mgmt For For
5 DETERMINATION OF WHETHER THE GENERAL Mgmt For For
MEETING HAS BEEN DULY CONVENED
6 DESIGNATE INSPECTOR(S) OF MINUTES OF Non-Voting
MEETING
7 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS
8 RESOLUTION ON ADOPTION OF THE INCOME Mgmt For For
STATEMENT, THE BALANCE SHEET, THE
CONSOLIDATED INCOME STATEMENT AND THE
CONSOLIDATED BALANCE SHEET FOR 2022
9 RESOLUTION ON APPROPRIATION OF THE COMPANYS Mgmt For For
RESULTS IN ACCORDANCE WITH THE ADOPTED
BALANCE SHEET
10.A RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: HAKAN BUSKHE (BOARD
MEMBER)
10.B RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: HELEN FASTH GILLSTEDT
(BOARD MEMBER)
10.C RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: KLAS FORSSTROM (CEO)
10.D RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: PER HALLIUS (BOARD MEMBER)
10.E RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: SIMON HENRIKSSON (EMPLOYEE
REPRESENTATIVE)
10.F RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MARIA HAKANSSON (BOARD
MEMBER)
10.G RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: TOR JANSSON (DEPUTY
EMPLOYEE REPRESENTATIVE)
10.H RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MAGNUS LINDQUIST (BOARD
MEMBER, CHAIR)
10.I RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ANDERS LINDQVIST (BOARD
MEMBER)
10.J RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MAGNUS NICOLIN (BOARD
MEMBER, CHAIR)
10.K RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: LENA OLVING (BOARD MEMBER)
10.L RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: KRISTIAN SILDEBY (BOARD
MEMBER)
10.M RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: JUAN VARGUES (BOARD
MEMBER)
10.N RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ROBERT WAHLGREN (EMPLOYEE
REPRESENTATIVE)
10.O RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ANNA WESTERBERG (BOARD
MEMBER)
11 RESOLUTION ON NUMBER OF BOARD MEMBERS (7) Mgmt For For
AND ALTERNATE BOARD MEMBERS (0) TO BE
ELECTED BY THE GENERAL MEETING
12 RESOLUTION ON REMUNERATION FOR BOARD Mgmt For For
MEMBERS
13.A ELECTION OF BOARD MEMBER: HELEN FASTH Mgmt For For
GILLSTEDT (RE-ELECTION)
13.B ELECTION OF BOARD MEMBER: MARIA HAKANSSON Mgmt For For
(RE-ELECTION)
13.C ELECTION OF BOARD MEMBER: ANDERS LINDQVIST Mgmt For For
(RE-ELECTION)
13.D ELECTION OF BOARD MEMBER: MAGNUS NICOLIN Mgmt For For
(RE-ELECTION)
13.E ELECTION OF BOARD MEMBER: KRISTIAN SILDEBY Mgmt For For
(RE-ELECTION)
13.F ELECTION OF BOARD MEMBER: ANNA WESTERBERG Mgmt For For
(RE-ELECTION)
13.G ELECTION OF BOARD MEMBER: SABINE Mgmt For For
SIMEON-AISSAOUI (NEW ELECTION)
14.A ELECTION OF CHAIRMAN OF THE BOARD OF Mgmt For For
DIRECTOR: MAGNUS NICOLIN (RE-ELECTION)
15 RESOLUTION ON REMUNERATION FOR THE AUDITOR Mgmt For For
16 RESOLUTION ON GUIDELINES FOR THE Mgmt For For
REMUNERATION OF SENIOR EXECUTIVES
17 RESOLUTION ON APPROVAL OF THE REMUNERATION Mgmt For For
REPORT
18 RESOLUTION ON AUTHORISATION FOR THE BOARD Mgmt For For
OF DIRECTORS TO ISSUE NEW SHARES AND/OR
CONVERTIBLE BONDS AND/OR WARRANTS
19 RESOLUTION ON AUTHORISATION FOR THE BOARD Mgmt For For
OF DIRECTORS TO RESOLVE ON TRANSFER OF OWN
SHARES
20 CLOSE MEETING Non-Voting
CMMT 20 APR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 20 APR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 20 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NIPPON STEEL CORPORATION Agenda Number: 717320511
--------------------------------------------------------------------------------------------------------------------------
Security: J55678106
Meeting Type: AGM
Meeting Date: 23-Jun-2023
Ticker:
ISIN: JP3381000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Amend Business Lines Mgmt For For
3.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Shindo, Kosei
3.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Hashimoto,
Eiji
3.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Sato, Naoki
3.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Mori, Takahiro
3.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Hirose,
Takashi
3.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fukuda,
Kazuhisa
3.7 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Imai, Tadashi
3.8 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Funakoshi,
Hirofumi
3.9 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tomita,
Tetsuro
3.10 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Urano, Kuniko
--------------------------------------------------------------------------------------------------------------------------
NOVO NORDISK A/S Agenda Number: 716709843
--------------------------------------------------------------------------------------------------------------------------
Security: K72807132
Meeting Type: AGM
Meeting Date: 23-Mar-2023
Ticker:
ISIN: DK0060534915
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR
RESOLUTIONS 6.1, 6.2, 6.3.A TO 6.3.F AND
7.1. THANK YOU.
CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting
CAST BY THE REGISTRAR IN ACCORDANCE WITH
YOUR VOTING INSTRUCTIONS. FOR THE SMALL
NUMBER OF MEETINGS WHERE THERE IS NO
REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE
CAST BY THE CHAIRMAN OF THE BOARD (OR A
BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A
BOARD MEMBER) MAY CHOOSE TO ONLY CAST
PRO-MANAGEMENT VOTING INSTRUCTIONS. TO
GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST
MANAGEMENT ARE CAST, YOU MAY SUBMIT A
REQUEST TO ATTEND THE MEETING IN PERSON.
THE SUB CUSTODIAN BANKS OFFER
REPRESENTATION SERVICES FOR AN ADDED FEE,
IF REQUESTED
CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting
FOR A BENEFICIAL OWNER IN THE DANISH MARKET
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 THE BOARD OF DIRECTORS' ORAL REPORT ON THE Non-Voting
COMPANY'S ACTIVITIES IN THE PAST FINANCIAL
YEAR
2 PRESENTATION AND ADOPTION OF THE AUDITED Mgmt For For
ANNUAL REPORT 2022
3 RESOLUTION TO DISTRIBUTE THE PROFIT Mgmt For For
ACCORDING TO THE ADOPTED ANNUAL REPORT 2022
4 PRESENTATION OF AND ADVISORY VOTE ON THE Mgmt For For
REMUNERATION REPORT 2022
5.1 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF DIRECTORS: APPROVAL OF THE REMUNERATION
OF THE BOARD OF DIRECTORS FOR 2022
5.2 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF DIRECTORS: APPROVAL OF THE REMUNERATION
LEVEL OF THE BOARD OF DIRECTORS FOR 2023
5.3 APPROVAL OF THE REMUNERATION OF THE BOARD Mgmt For For
OF DIRECTORS: AMENDMENT TO THE REMUNERATION
POLICY
6.1 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS: ELECTION OF HELGE LUND AS CHAIR
6.2 ELECTION OF MEMBER TO THE BOARD OF Mgmt For For
DIRECTORS: ELECTION OF HENRIK POULSEN AS
VICE CHAIR
6.3.A ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: LAURENCE DEBROUX
6.3.B ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: ANDREAS FIBIG
6.3.C ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: SYLVIE GREGOIRE
6.3.D ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: KASIM KUTAY
6.3.E ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: CHRISTINA LAW
6.3.F ELECTION OF OTHER MEMBER TO THE BOARD OF Mgmt For For
DIRECTOR: MARTIN MACKAY
7.1 APPOINTMENT OF AUDITOR: APPOINTMENT OF Mgmt For For
DELOITTE STATSAUTORISERET
REVISIONSPARTNERSELSKAB
8.1 PROPOSALS FROM THE BOARD OF DIRECTORS Mgmt For For
AND/OR SHAREHOLDERS: REDUCTION OF THE
COMPANY'S B SHARE CAPITAL BY NOMINALLY DKK
5,000,000 BY CANCELLATION OF B SHARES
8.2 PROPOSALS FROM THE BOARD OF DIRECTORS Mgmt For For
AND/OR SHAREHOLDERS: AUTHORISATION TO THE
BOARD OF DIRECTORS TO ALLOW THE COMPANY TO
REPURCHASE OWN SHARES
8.3 PROPOSALS FROM THE BOARD OF DIRECTORS Mgmt For For
AND/OR SHAREHOLDERS: AUTHORISATION TO THE
BOARD OF DIRECTORS TO INCREASE THE
COMPANY'S SHARE CAPITAL
8.4 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: PROPOSALS FROM THE
BOARD OF DIRECTORS AND/OR SHAREHOLDERS:
PROPOSAL FROM THE SHAREHOLDER KRITISKE
AKTIONAERER ON PRODUCT PRICING
9 ANY OTHER BUSINESS Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
--------------------------------------------------------------------------------------------------------------------------
ON HOLDING AG Agenda Number: 935824892
--------------------------------------------------------------------------------------------------------------------------
Security: H5919C104
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: ONON
ISIN: CH1134540470
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Acknowledgement of the Annual Report and Mgmt For For
the Audit Reports and Approval of the
Management Report, the Annual Consolidated
Financial Statements of On Holding AG and
the Annual Financial Statements of On
Holding AG for 2022
2. Appropriation of 2022 Financial Results Mgmt For For
3. Discharge of the Members of the Board of Mgmt For For
Directors and of the Executive Committee
4. Re-Election of Alex Perez as Proposed Mgmt For For
Representative of the Holders of Class A
Shares on the Board of Directors
5a. Re-Election of David Allemann as Member of Mgmt For For
the Board of Directors
5b. Re-Election of Amy Banse as Member of the Mgmt For For
Board of Directors
5c. Re-Election of Olivier Bernhard as Member Mgmt For For
of the Board of Directors
5d. Re-Election of Caspar Coppetti as Member of Mgmt For For
the Board of Directors
5e. Re-Election of Kenneth Fox as Member of the Mgmt For For
Board of Directors
5f. Re-Election of Alex Perez as Member of the Mgmt For For
Board of Directors
5g. Re-Election of Dennis Durkin as Member of Mgmt For For
the Board of Directors
6a. Re-Election of David Allemann as Mgmt For For
Co-Chairman of the Board of Directors
6b. Re-Election of Caspar Coppetti as Mgmt For For
Co-Chairman of the Board of Directors
7a. Re-Election of Kenneth Fox as Member of the Mgmt For For
Nomination and Compensation Committee
7b. Re-Election of Alex Perez as Member of the Mgmt For For
Nomination and Compensation Committee
7c. Re-Election of Amy Banse as Member of the Mgmt For For
Nomination and Compensation Committee
8. Re-Election of the Independent Proxy Mgmt For For
Representative
9. Re-Election of Statutory Auditors Mgmt For For
10a Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Consultative Vote
on the 2022 Compensation Report
10b Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Non-Executive Members of the Board of
Directors for the Period between this
Annual General Shareholders' Meeting and
the next Annual General Shareholders'
Meeting to be held in 2024
10c Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Members of the Executive Committee for the
Financial Year 2024
11a Amendment of the Articles of Association: Mgmt For For
Capital Band and Deletion of Authorized
Share Capita
11b Amendment of the Articles of Association: Mgmt For For
Shares and Share Register
11c Amendment of the Articles of Association: Mgmt For For
General Shareholders' Meeting (Powers,
Convocation, Representation, Resolutions,
Protocol and General Shareholders' Meetings
at Several Locations Simultaneously or in
Hybrid Form)
11d Amendment of the Articles of Association: Mgmt For For
Tasks, Meetings and Resolutions of the
Board of Directors, Supplementary Amount of
the Executive Committee, Mandates Outside
of the Group and Certain Editorial Changes
12. If a new proposal is made under a new or Mgmt Against
existing agenda item, I instruct the
Independent Proxy Representative to:
--------------------------------------------------------------------------------------------------------------------------
ORIENTAL LAND CO.,LTD. Agenda Number: 717368117
--------------------------------------------------------------------------------------------------------------------------
Security: J6174U100
Meeting Type: AGM
Meeting Date: 29-Jun-2023
Ticker:
ISIN: JP3198900007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Approve Minor Revisions Mgmt For For
3.1 Appoint a Director Kagami, Toshio Mgmt For For
3.2 Appoint a Director Yoshida, Kenji Mgmt For For
3.3 Appoint a Director Takano, Yumiko Mgmt For For
3.4 Appoint a Director Katayama, Yuichi Mgmt For For
3.5 Appoint a Director Takahashi, Wataru Mgmt For For
3.6 Appoint a Director Kaneki, Yuichi Mgmt For For
3.7 Appoint a Director Kambara, Rika Mgmt For For
3.8 Appoint a Director Hanada, Tsutomu Mgmt For For
3.9 Appoint a Director Mogi, Yuzaburo Mgmt For For
3.10 Appoint a Director Tajiri, Kunio Mgmt For For
3.11 Appoint a Director Kikuchi, Misao Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PRADA SPA Agenda Number: 716935525
--------------------------------------------------------------------------------------------------------------------------
Security: T7733C101
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: IT0003874101
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0331/2023033101973.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0331/2023033101993.pdf
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 870048 DUE TO RECEIPT OF UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED IF VOTE
DEADLINE EXTENSIONS ARE GRANTED. THEREFORE
PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE
EXTENSIONS ARE NOT GRANTED IN THE MARKET,
THIS MEETING WILL BE CLOSED AND YOUR VOTE
INTENTIONS ON THE ORIGINAL MEETING WILL BE
APPLICABLE. PLEASE ENSURE VOTING IS
SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL
MEETING, AND AS SOON AS POSSIBLE ON THIS
NEW AMENDED MEETING. THANK YOU.
E.1 TO APPROVE AMENDMENTS TO THE BY-LAWS TO Mgmt For For
CONFORM, TO THE EXTENT NEEDED, TO THE CORE
SHAREHOLDER PROTECTION STANDARDS SET OUT IN
APPENDIX 3 TO THE LISTING RULES AND TO
INCORPORATE PROVISIONS TO ALLOW AND
FACILITATE HYBRID AND ELECTRONIC MEETINGS,
AND OTHER PROVISIONS AIMED AT COMPLYING
WITH APPLICABLE LAWS AND REGULATIONS
O.1 TO APPROVE THE AUDITED SEPARATE FINANCIAL Mgmt For For
STATEMENTS OF THE COMPANY, WHICH SHOW A NET
INCOME OF EURO 571,683,175, AND THE AUDITED
CONSOLIDATED FINANCIAL STATEMENTS OF THE
GROUP FOR THE YEAR ENDED DECEMBER 31, 2022,
TOGETHER WITH THE REPORTS OF THE BOARD OF
DIRECTORS, THE BOARD OF STATUTORY AUDITORS
AND THE INDEPENDENT AUDITOR
O.2 TO APPROVE THE ALLOCATION OF THE NET INCOME Mgmt For For
OF THE COMPANY FOR THE YEAR ENDED DECEMBER
31, 2022, AS FOLLOWS: (I) EURO 281,470,640
TO SHAREHOLDERS AS FINAL DIVIDEND, OF EURO
0.11 PER SHARE, AND (II) EURO 290,212,535
TO RETAINED EARNINGS OF THE COMPANY
O.3 TO APPOINT MR. PATRIZIO BERTELLI AS THE Mgmt For For
CHAIRMAN OF THE BOARD
O.4.A TO CONFIRM THE APPOINTMENT OF MR. ANDREA Mgmt For For
BONINI AS AN EXECUTIVE DIRECTOR OF THE
COMPANY FOR A TERM EXPIRING ON THE DATE OF
THE SHAREHOLDERS GENERAL MEETING CALLED TO
APPROVE THE FINANCIAL STATEMENTS FOR THE
YEAR ENDING DECEMBER 31, 2023
O.4.B TO CONFIRM THE APPOINTMENT OF MR. ANDREA Mgmt For For
GUERRA AS AN EXECUTIVE DIRECTOR OF THE
COMPANY FOR A TERM EXPIRING ON THE DATE OF
THE SHAREHOLDERS GENERAL MEETING CALLED TO
APPROVE THE FINANCIAL STATEMENTS FOR THE
YEAR ENDING DECEMBER 31, 2023
O.5 TO APPROVE, PURSUANT TO RULE 13.68 OF THE Mgmt For For
LISTING RULES, CERTAIN TERMS AND CONDITIONS
OF THE EMPLOYMENT AGREEMENT ENTERED INTO BY
AND BETWEEN THE COMPANY AND THE CHIEF
EXECUTIVE OFFICER
O.6 TO APPROVE THE INCREASE OF THE AGGREGATE Mgmt For For
BASIC REMUNERATION OF THE BOARD OF
DIRECTORS FROM EURO 550,000 TO EURO 800,000
FROM THE CONCLUSION OF THIS MEETING UNTIL
THE NEXT ANNUAL GENERAL MEETING
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
PROSUS N.V. Agenda Number: 715831954
--------------------------------------------------------------------------------------------------------------------------
Security: N7163R103
Meeting Type: AGM
Meeting Date: 24-Aug-2022
Ticker:
ISIN: NL0013654783
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. RECEIVE REPORT OF MANAGEMENT BOARD Non-Voting
2. APPROVE REMUNERATION REPORT Mgmt For For
3. ADOPT FINANCIAL STATEMENTS Mgmt For For
4. APPROVE ALLOCATION OF INCOME Mgmt For For
5. APPROVE DISCHARGE OF EXECUTIVE DIRECTORS Mgmt For For
6. APPROVE DISCHARGE OF NON-EXECUTIVE Mgmt For For
DIRECTORS
7. APPROVE REMUNERATION POLICY FOR EXECUTIVE Mgmt For For
AND NON-EXECUTIVE DIRECTORS
8. ELECT SHARMISTHA DUBEY AS NON-EXECUTIVE Mgmt For For
DIRECTOR
9.1. REELECT JP BEKKER AS NON-EXECUTIVE DIRECTOR Mgmt For For
9.2. REELECT D MEYER AS NON-EXECUTIVE DIRECTOR Mgmt For For
9.3. REELECT SJZ PACAK AS NON-EXECUTIVE DIRECTOR Mgmt For For
9.4. REELECT JDT STOFBERG AS NON-EXECUTIVE Mgmt For For
DIRECTOR
10. RATIFY DELOITTE ACCOUNTANTS B.V. AS Mgmt For For
AUDITORS
11. GRANT BOARD AUTHORITY TO ISSUE SHARES UP TO Mgmt For For
10 PERCENT OF ISSUED CAPITAL AND
RESTRICT/EXCLUDE PREEMPTIVE RIGHTS
12. AUTHORIZE REPURCHASE OF SHARES Mgmt For For
13. APPROVE REDUCTION IN SHARE CAPITAL THROUGH Mgmt For For
CANCELLATION OF SHARES
14. DISCUSS VOTING RESULTS Non-Voting
15. CLOSE MEETING Non-Voting
CMMT 12 JUL 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTION 1 AND CHANGE IN NUMBERING OF
RESOLUTIONS AND ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 12 JUL 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
PRYSMIAN S.P.A. Agenda Number: 716782671
--------------------------------------------------------------------------------------------------------------------------
Security: T7630L105
Meeting Type: MIX
Meeting Date: 19-Apr-2023
Ticker:
ISIN: IT0004176001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
0010 TO APPROVE THE COMPANY'S BALANCE SHEET AS Mgmt For For
PER 31 DECEMBER 2022, TOGETHER WITH BOARD
OF DIRECTORS', INTERNAL AUDITORS' AND
EXTERNAL AUDITORS' REPORTS. TO SUBMIT THE
INTEGRATED ANNUAL REPORT COMPREHENSIVE THE
CONSOLIDATED BALANCE SHEET AS PER 31
DECEMBER 2022 AND OF A CONSOLIDATED
NON-FINANCIAL DECLARATION FOR 2022
0020 TO ALLOCATE THE NET INCOME OF THE FINANCIAL Mgmt For For
YEAR AND DIVIDEND DISTRIBUTION
0030 TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORIZATION TO PURCHASE AND DISPOSE OF
OWN SHARES AS PER ARTICLES 2357 AND
2357-TER OF THE ITALIAN CIVIL CODE;
SIMULTANEOUS REVOCATION OF THE
SHAREHOLDERS' RESOLUTION OF MEETING HELD ON
12 APRIL 2022 RELATING TO THE AUTHORISATION
TO PURCHASE AND DISPOSE OF OWN SHARES;
RELATED AND CONSEQUENTIAL RESOLUTIONS
0040 INCENTIVE PLAN: RESOLUTIONS AS PER ARTICLE Mgmt For For
114-BIS OF LEGISLATIVE DECREE 58/98
0050 TO APPOINT THE REWARDING REPORT OF THE Mgmt For For
COMPANY
0060 ADVISORY VOTE FOR EMOLUMENTS CORRESPONDED Mgmt For For
DURING 2022
0070 PROPOSE TO INCREASE THE COMPANY STOCK Mgmt For For
CAPITAL FREE OF PAYMENTS AT THE SERVICE OF
AN INCENTIVE PLAN SUBMITTED FOR APPROVAL BY
TODAY'S ORDINARY SHAREHOLDERS' MEETING, FOR
A MAXIMUM NOMINAL AMOUNT OF EUR 950,000.00,
BY ASSIGNMENT AS PER ART. 2349 OF THE CIVIL
CODE, OF A CORRESPONDING AMOUNT TAKEN FROM
PROFITS OR FROM PROFIT RESERVES, WITH THE
ISSUE OF NO MORE THAN 9,500,000 ORDINARY
SHARES FROM NOMINAL EUR 0.10 EACH.
SIMULTANEOUS MODIFICATION OF ARTICLE 6 OF
THE ARTICLES OF ASSOCIATION. RELATED AND
CONSEQUENT RESOLUTIONS
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
PT BANK MANDIRI (PERSERO) TBK Agenda Number: 716691349
--------------------------------------------------------------------------------------------------------------------------
Security: Y7123S108
Meeting Type: AGM
Meeting Date: 14-Mar-2023
Ticker:
ISIN: ID1000095003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE ANNUAL REPORT AND Mgmt For For
RATIFICATION OF THE COMPANY'S CONSOLIDATED
FINANCIAL STATEMENTS, APPROVAL OF THE BOARD
OF COMMISSIONERS SUPERVISORY TASK REPORT
AND RATIFICATION OF THE FINANCIAL
STATEMENTS OF THE MICRO AND SMALL BUSINESS
FUNDING PROGRAM (PUMK) FOR THE 2022
FINANCIAL YEAR, AS WELL AS THE GRANTING OF
FULL RELEASE AND DISCHARGE (VOLLEDIG ACQUIT
ET DE CHARGE) TO THE BOARD OF DIRECTORS FOR
THE MANAGEMENT ACTIONS OF THE COMPANY AND
THE BOARD OF COMMISSIONERS FOR THE
SUPERVISORY ACTIONS OF THE COMPANY THAT
HAVE BEEN DEDICATED DURING 2022 FINANCIAL
YEAR
2 APPROVAL FOR THE USE OF THE COMPANY'S NET Mgmt For For
PROFITS FOR 2022 FINANCIAL YEAR
3 DETERMINATION OF REMUNERATION Mgmt For For
(SALARY/HONORARIUM, FACILITIES, AND
BENEFITS) IN 2023 AND BONUS (TANTIEM) FOR
THE 2022 FINANCIAL YEAR FOR THE BOARD OF
DIRECTORS AND THE BOARD OF COMMISSIONERS OF
THE COMPANY
4 DETERMINATION OF PUBLIC ACCOUNTANTS (AP) Mgmt For For
AND/OR PUBLIC ACCOUNTING FIRMS (KAP) TO
AUDIT THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AND FINANCIAL STATEMENTS OF THE
MICRO AND SMALL BUSINESS FUNDING PROGRAM
(PUMK) FOR THE 2023 FINANCIAL YEAR
5 APPROVAL OF THE COMPANY'S RESOLUTION PLAN Mgmt For For
6 APPROVAL OF THE COMPANY'S STOCK SPLIT WITH Mgmt For For
RATIO OF 1:2 OR FROM RP250.00 (TWO HUNDRED
AND FIFTY RUPIAH) PER SHARE TO BECOME
RP125.00 (ONE HUNDRED TWENTY-FIVE RUPIAH)
PER SHARE
7 APPROVAL OF AMENDMENTS TO THE COMPANY'S Mgmt For For
ARTICLES OF ASSOCIATION
8 CHANGES IN THE COMPOSITION OF THE COMPANY'S Mgmt For For
BOARD OF MANAGEMENT
--------------------------------------------------------------------------------------------------------------------------
PT SUMBER ALFARIA TRIJAYA TBK Agenda Number: 717071055
--------------------------------------------------------------------------------------------------------------------------
Security: Y71362118
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: ID1000128705
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE COMPANY'S ANNUAL REPORT FOR Mgmt For For
THE FINANCIAL YEAR ENDED ON 31 DECEMBER
2022, INCLUDING RATIFICATION ON FINANCIAL
STATEMENTS (AUDITED) AND BOARD COMMISSIONER
SUPERVISION REPORT FOR FISCAL YEAR ENDED ON
31 DECEMBER 2022
2 APPROPRIATION OF THE COMPANY'S NET PROFIT Mgmt For For
FOR FINANCIAL YEAR ENDED ON 31 DECEMBER
2022
3 THE APPOINTMENT OF A PUBLIC ACCOUNTING FIRM Mgmt For For
WHO WILL AUDIT THE COMPANY'S BOOKS FOR THE
FISCAL YEAR 2023 AND DETERMINE THE
HONORARIUM AND OTHER REQUIREMENTS IN
CONNECTION WITH THE APPOINTMENT OF THE
PUBLIC ACCOUNTANT
4 CHANGES IN TERM OF OFFICE OF THE COMPANY'S Mgmt For For
BOARD OF COMMISSIONERS AND DIRECTORS
5 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF COMMISSIONERS
6 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF DIRECTORS
7 DETERMINATION OF HONORARIUM AND OTHER Mgmt For For
ALLOWANCES FROM MEMBERS OF THE BOARD OF
COMMISSIONERS OF THE COMPANY
8 DELEGATION OF WAGE AND ALLOWANCE PAYABLE Mgmt For For
AUTHORITY FOR MEMBERS OF THE BOARD OF
DIRECTORS OF THE COMPANY TO THE BOARD OF
COMMISSIONERS OF THE COMPANY DURING THE
TERM OF OFFICE OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
ROLLS-ROYCE HOLDINGS PLC Agenda Number: 716737878
--------------------------------------------------------------------------------------------------------------------------
Security: G76225104
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: GB00B63H8491
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND THE AUDITOR
FOR THE YEAR ENDED 31 DECEMBER 2022
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 31 DECEMBER 2022
3 TO RE-ELECT DAME ANITA FREW AS A DIRECTOR Mgmt For For
OF THE COMPANY
4 TO ELECT TUFAN ERGINBILGIC AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 TO RE-ELECT PANOS KAKOULLIS AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 TO RE-ELECT PAUL ADAMS AS A DIRECTOR OF THE Mgmt For For
COMPANY
7 TO RE-ELECT GEORGE CULMER AS A DIRECTOR OF Mgmt For For
THE COMPANY
8 TO RE-ELECT LORD JITESH GADHIA AS A Mgmt For For
DIRECTOR OF THE COMPANY
9 TO RE-ELECT BEVERLY GOULET AS A DIRECTOR OF Mgmt For For
THE COMPANY
10 TO RE-ELECT NICK LUFF AS A DIRECTOR OF THE Mgmt For For
COMPANY
11 TO RE-ELECT WENDY MARS AS A DIRECTOR OF THE Mgmt For For
COMPANY
12 TO RE-ELECT SIR KEVIN SMITH CBE AS A Mgmt For For
DIRECTOR OF THE COMPANY
13 TO RE-ELECT DAME ANGELA STRANK AS A Mgmt For For
DIRECTOR OF THE COMPANY
14 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS THE Mgmt For For
COMPANY'S AUDITOR
15 TO AUTHORISE THE AUDIT COMMITTEE ON BEHALF Mgmt For For
OF THE BOARD TO SET THE AUDITORS
REMUNERATION
16 TO AUTHORISE POLITICAL DONATIONS AND Mgmt For For
POLITICAL EXPENDITURE
17 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
18 TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
19 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 716409405
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: OGM
Meeting Date: 21-Dec-2022
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THAT: (A) APPROVAL AND ADOPTION OF THE Mgmt For For
RULES OF THE SHARE AWARD SCHEME OF THE
COMPANY, A COPY OF WHICH HAS BEEN SIGNED BY
THE CHAIRMAN OF THE MEETING FOR
IDENTIFICATION PURPOSES (THE "2022 SHARE
AWARD SCHEME"), SUBJECT TO AND CONDITIONAL
UPON THE LISTING COMMITTEE OF THE STOCK
EXCHANGE OF HONG KONG LIMITED (THE "STOCK
EXCHANGE") GRANTING THE LISTING OF AND
PERMISSION TO DEAL IN THE SHARES TO BE
ISSUED PURSUANT TO THE VESTING OR EXERCISE
OF ANY AWARDS GRANTED UNDER THE 2022 SHARE
AWARD SCHEME; AND(B) AUTHORIZATION OF THE
REMUNERATION COMMITTEE OF THE BOARD OF
DIRECTORS OF THE COMPANY (THE "BOARD") (THE
"REMUNERATION COMMITTEE") UNDER AUTHORITY
DELEGATED TO IT BY THE BOARD TO GRANT
AWARDS OF OPTIONS OR RESTRICTED SHARE UNITS
("RSUS") PURSUANT TO THE 2022 SHARE AWARD
SCHEME, AND AUTHORIZATION OF THE BOARD TO
ALLOT AND ISSUE SHARES, DIRECT AND PROCURE
ANY PROFESSIONAL TRUSTEE AS MAY BE
APPOINTED BY THE COMPANY TO ASSIST WITH THE
ADMINISTRATION, EXERCISE AND VESTING OF
OPTIONS AND RSUS, TO TRANSFER SHARES AND
OTHERWISE DEAL WITH SHARES UNDERLYING THE
OPTIONS AND/OR RSUS GRANTED PURSUANT TO THE
2022 SHARE AWARD SCHEME AS AND WHEN THE
YARE EXERCISED OR VEST (AS THE CASE MAY
BE), IN ACCORDANCE WITH LUXEMBOURG
COMPANIES LAW AND THE ARTICLES OF
ASSOCIATION OF THE COMPANY, INCLUDING IN
PARTICULAR WITH RESPECT TO THE LIMITATION
OR SUPPRESSION OF THE PREFERENTIAL
SUBSCRIPTION RIGHTS OF EXISTING
SHAREHOLDERS OF THE COMPANY
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800725.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800735.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717106783
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: EGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 MODIFICATION OF ARTICLE 11 (AUDIT) OF THE Mgmt For For
ARTICLES OF INCORPORATION OF THE COMPANY,
IN ORDER TO READ AS FOLLOWS: 11.1 THE
OPERATIONS OF THE COMPANY, COMPRISING IN
PARTICULAR THE KEEPING OF ITS ACCOUNTS AND
THE PREPARATION OF INCOME TAX RETURNS OR
OTHER DECLARATIONS PROVIDED FOR BY
LUXEMBOURG LAW, SHALL BE SUPERVISED BY ONE
OR SEVERAL INDEPENDENT AUDITORS (THE
"INDEPENDENT AUDITORS"), INCLUDING AT LEAST
ONE APPROVED STATUTORY AUDITOR ("REVISEUR
D'ENTREPRISES AGREE") IN ACCORDANCE WITH
THE LUXEMBOURG LEGISLATION ON THE
ACCOUNTING AND THE ANNUAL ACCOUNTS OF
UNDERTAKINGS (THE "APPROVED STATUTORY
AUDITOR") WHO NEED NOT BE SHAREHOLDER OF
THE COMPANY. THE INDEPENDENT AUDITORS SHALL
BE APPOINTED BY THE ANNUAL GENERAL MEETING
OF SHAREHOLDERS FOR A PERIOD OF OFFICE
ENDING ON THE DAY OF THE NEXT FOLLOWING
ANNUAL GENERAL MEETING OF SHAREHOLDERS ONCE
ITS SUCCESSOR SHALL HAVE BEEN ELECTED. THE
INDEPENDENT AUDITORS SHALL REMAIN IN OFFICE
UNTIL IT/THEY HAS/HAVE BEEN RE-ELECTED OR
ITS/THEIR SUCCESSOR HAS/HAVE BEEN ELECTED.
11.2 THE INDEPENDENT AUDITORS SHALL BE
ELIGIBLE FOR RE-ELECTION. 11.3 THE
APPOINTMENT OR REMOVAL OF THE INDEPENDENT
AUDITORS SHALL BE APPROVED BY AN ORDINARY
RESOLUTION OF THE SHAREHOLDERS IN GENERAL
MEETING. THE INDEPENDENT AUDITORS IN OFFICE
MAY ONLY BE REMOVED (I) WITH CAUSE OR (II)
WITH BOTH HIS/ITS APPROVAL AND THE APPROVAL
OF THE GENERAL MEETING. "11.4 THE
REMUNERATION OF THE INDEPENDENT AUDITORS
SHALL BE FIXED AS PROVIDED FOR UNDER
ARTICLE 13.2 BELOW."
2 MODIFICATION OF 13.2 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: THE COMPANY IN THE ANNUAL
GENERAL MEETING SHALL HEAR THE REPORTS OF
THE INDEPENDENT AUDITORS AND DISCUSS THE
BALANCE SHEET. AFTER THE BALANCE SHEET HAS
BEEN APPROVED, THE GENERAL MEETING SHALL
DECIDE BY ORDINARY RESOLUTION, ON THE
REMUNERATION OF THE DIRECTORS AND OF THE
INDEPENDENT AUDITORS AND ON THE DISCHARGE
TO BE GRANTED TO THE DIRECTORS. THE GENERAL
MEETING MAY DECIDE TO DELEGATE TO THE BOARD
(WITH AUTHORITY FOR THE BOARD TO AUTHORIZE
THE AUDIT COMMITTEE OF THE BOARD) THE
DETERMINATION OF THE AMOUNT OF THE
REMUNERATION OF THE INDEPENDENT AUDITORS
3 MODIFICATION OF 13.18 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: NOTICE OF EVERY GENERAL
MEETING SHALL BE GIVEN IN ANY MANNER
HEREINBEFORE AUTHORISED TO: A) EVERY PERSON
SHOWN AS A MEMBER IN THE REGISTER AS OF THE
RECORD DATE FOR SUCH MEETING EXCEPT THAT IN
THE CASE OF JOINT HOLDERS THE NOTICE SHALL
BE SUFFICIENT IF GIVEN TO THE JOINT HOLDER
FIRST NAMED IN THE REGISTER; B) EVERY
PERSON UPON WHOM THE OWNERSHIP OF A SHARE
DEVOLVES BY REASON OF HIS BEING A LEGAL
PERSONAL REPRESENTATIVE OR A TRUSTEE IN
BANKRUPTCY OF A MEMBER OF RECORD WHERE THE
MEMBER OF RECORD BUT FOR HIS DEATH OR
BANKRUPTCY WOULD BE ENTITLED TO RECEIVE
NOTICE OF THE MEETING AND WHICH IDENTITY
HAS BEEN COMMUNICATED TO THE REGISTER
AND/OR TO THE COMPANY; C) THE INDEPENDENT
AUDITORS; D) EACH DIRECTOR; E) THE
EXCHANGE; AND F) SUCH OTHER PERSON TO WHOM
SUCH NOTICE IS REQUIRED TO BE GIVEN IN
ACCORDANCE WITH THE LISTING RULES. NO OTHER
PERSON SHALL BE ENTITLED TO RECEIVE NOTICES
OF GENERAL MEETINGS
4 ADOPTION OF THE NEW NUMBERING OF THE Mgmt For For
ARTICLES OF THE LAW OF AUGUST 10, 1915, ON
COMMERCIAL COMPANIES REFERRED TO IN ARTICLE
4.11, ARTICLE 5.2, ARTICLE 8.10 AND ARTICLE
14.7 OF THE ARTICLES OF INCORPORATION OF
THE COMPANY, FURTHER TO THE GRAND DUCAL
DECREE OF DECEMBER 5, 2017, COORDINATING
THE LAW OF AUGUST 10, 1915 ON COMMERCIAL
COMPANIES, AS AMENDED
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717224391
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: AGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002091.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002103.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE.
1 TO RECEIVE AND ADOPT THE AUDITED STATUTORY Mgmt For For
ACCOUNTS AND AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY AND THE REPORTS
OF THE DIRECTORS OF THE COMPANY (THE
DIRECTORS) (AMONG WHICH THE CONFLICT OF
INTEREST REPORT) AND AUDITORS FOR THE YEAR
ENDED DECEMBER 31, 2022
2 TO APPROVE THE ALLOCATION OF THE RESULTS OF Mgmt For For
THE COMPANY FOR THE YEAR ENDED DECEMBER 31,
2022
3.1 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. KYLE FRANCIS GENDREAU FOR A PERIOD OF
THREE YEARS EXPIRING UPON THE HOLDING OF
THE ANNUAL GENERAL MEETING OF THE COMPANY
TO BE HELD IN 2026
3.2 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. TOM KORBAS FOR A PERIOD OF THREE YEARS
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2026
3.3 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MS. YING YEH FOR A PERIOD OF ONE YEAR
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2024
4 TO RENEW THE MANDATE GRANTED TO KPMG Mgmt For For
LUXEMBOURG TO ACT AS APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE YEAR ENDING DECEMBER
31, 2023, AND, SUBJECT TO THE ADOPTION BY
THE EXTRAORDINARY GENERAL MEETING OF THE
COMPANY TO BE HELD AFTER THE ANNUAL GENERAL
MEETING ON THE SAME DATE (THE EXTRAORDINARY
GENERAL MEETING) OF THE MODIFICATION OF
ARTICLE 13.2 OF THE ARTICLES OF
INCORPORATION OF THE COMPANY (THE ARTICLES
OF INCORPORATION), AUTHORIZATION OF THE
BOARD OF DIRECTORS TO FIX THE REMUNERATION
OF THE APPROVED STATUTORY AUDITOR AS FROM
THE FINANCIAL YEAR STARTING JANUARY 1, 2024
5 TO RE-APPOINT KPMG LLP AS THE EXTERNAL Mgmt For For
AUDITOR OF THE COMPANY TO HOLD OFFICE FROM
THE CONCLUSION OF THE ANNUAL GENERAL
MEETING UNTIL THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY AND, SUBJECT TO THE
ADOPTION BY THE EXTRAORDINARY GENERAL
MEETING OF THE MODIFICATION OF ARTICLE 13.2
OF THE ARTICLES OF INCORPORATION,
AUTHORIZATION OF THE BOARD OF DIRECTORS TO
FIX THE REMUNERATION OF THE EXTERNAL
AUDITOR FOR THE YEAR ENDING DECEMBER 31,
2023
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE ADDITIONAL SHARES OF THE COMPANY
NOT EXCEEDING 10 PER CENT. OF THE TOTAL
NUMBER OF ISSUED SHARES OF THE COMPANY AS
AT THE DATE OF THIS RESOLUTION (IN
ACCORDANCE WITH THE TERMS AND CONDITIONS
DESCRIBED IN THE ANNUAL GENERAL MEETING
CIRCULAR)
7 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10 PER CENT. OF THE TOTAL NUMBER
OF ISSUED SHARES OF THE COMPANY AS AT THE
DATE OF THIS RESOLUTION (IN ACCORDANCE WITH
THE TERMS AND CONDITIONS DESCRIBED IN THE
ANNUAL GENERAL MEETING CIRCULAR)
8 THAT (A) THE GRANT OF RESTRICTED SHARE Mgmt For For
UNITS (RSUS) PURSUANT TO THE SHARE AWARD
SCHEME OF THE COMPANY ADOPTED BY THE
SHAREHOLDERS ON DECEMBER 21, 2022, AS
AMENDED FROM TIME TO TIME (THE SHARE AWARD
SCHEME) IN RESPECT OF AN AGGREGATE OF UP TO
4,029,621 SHARES TO MR. KYLE FRANCIS
GENDREAU IN ACCORDANCE WITH THE TERMS OF
THE SHARE AWARD SCHEME, SUBJECT TO ALL
APPLICABLE LAWS, RULES AND REGULATIONS AND
APPLICABLE AWARD DOCUMENT(S), BE APPROVED
AND (B) AUTHORITY BE GIVEN TO THE DIRECTORS
TO EXERCISE THE POWERS OF THE COMPANY TO
GIVE EFFECT TO SUCH GRANT OF RSUS
9 TO APPROVE THE DISCHARGE GRANTED TO THE Mgmt For For
DIRECTORS AND THE APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE EXERCISE OF THEIR
RESPECTIVE MANDATES DURING THE YEAR ENDED
DECEMBER 31, 2022
10 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO CERTAIN DIRECTORS
11 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO KPMG LUXEMBOURG AS THE APPROVED
STATUTORY AUDITOR (REVISEUR DENTREPRISES
AGREE) OF THE COMPANY
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SAMSUNG ELECTRONICS CO LTD Agenda Number: 716681437
--------------------------------------------------------------------------------------------------------------------------
Security: Y74718100
Meeting Type: AGM
Meeting Date: 15-Mar-2023
Ticker:
ISIN: KR7005930003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2 ELECTION OF INSIDE DIRECTOR HAN JONG HUI Mgmt For For
3 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SANDS CHINA LTD Agenda Number: 716853456
--------------------------------------------------------------------------------------------------------------------------
Security: G7800X107
Meeting Type: AGM
Meeting Date: 19-May-2023
Ticker:
ISIN: KYG7800X1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY AND ITS
SUBSIDIARIES AND THE REPORTS OF THE
DIRECTORS (THE "DIRECTORS") OF THE COMPANY
AND AUDITOR FOR THE YEAR ENDED DECEMBER 31,
2022
2.A TO RE-ELECT MR. ROBERT GLEN GOLDSTEIN AS Mgmt For For
EXECUTIVE DIRECTOR
2.B TO RE-ELECT MR. CHARLES DANIEL FORMAN AS Mgmt For For
NON-EXECUTIVE DIRECTOR
2.C TO RE-ELECT MR. KENNETH PATRICK CHUNG AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
2.D TO AUTHORIZE THE BOARD OF DIRECTORS (THE Mgmt For For
"BOARD") TO FIX THE RESPECTIVE DIRECTORS
REMUNERATION
3 TO RE-APPOINT DELOITTE TOUCHE TOHMATSU AS Mgmt For For
AUDITOR AND TO AUTHORIZE THE BOARD TO FIX
THEIR REMUNERATION
4 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10% OF THE TOTAL NUMBER OF ISSUED
SHARES OF THE COMPANY AS AT THE DATE OF
PASSING OF THIS RESOLUTION
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL
SHARES OF THE COMPANY NOT EXCEEDING 20% OF
THE TOTAL NUMBER OF ISSUED SHARES OF THE
COMPANY AS AT THE DATE OF PASSING OF THIS
RESOLUTION
6 TO EXTEND THE GENERAL MANDATE GRANTED TO Mgmt For For
THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH
ADDITIONAL SHARES OF THE COMPANY BY THE
AGGREGATE NUMBER OF THE SHARES REPURCHASED
BY THE COMPANY
7 TO APPROVE THE AMENDMENTS TO THE MEMORANDUM Mgmt For For
AND ARTICLES OF ASSOCIATION OF THE COMPANY
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0330/2023033001040.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0330/2023033000924.pdf
--------------------------------------------------------------------------------------------------------------------------
SANY HEAVY INDUSTRY CO LTD Agenda Number: 716880681
--------------------------------------------------------------------------------------------------------------------------
Security: Y75268105
Meeting Type: AGM
Meeting Date: 21-Apr-2023
Ticker:
ISIN: CNE000001F70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
4 2022 ANNUAL ACCOUNTS Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY1.60000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
6 2022 REMUNERATION FOR DIRECTORS AND Mgmt For For
SUPERVISORS
7 APPLICATION FOR CREDIT LINE TO BANKS Mgmt For For
8 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
9 SHAREHOLDER RETURN PLAN FOR THE NEXT THREE Mgmt For For
YEARS FROM 2023 TO 2025
10 REAPPOINTMENT OF 2023 AUDIT FIRM Mgmt For For
11 LAUNCHING FINANCIAL DERIVATIVES BUSINESS Mgmt For For
12 PURCHASE OF WEALTH MANAGEMENT PRODUCTS WITH Mgmt For For
IDLE PROPRIETARY FUNDS
13 APPLICATION FOR REGISTRATION AND ISSUANCE Mgmt For For
OF DEBT FINANCING INSTRUMENTS
14 2022 WORK REPORT OF INDEPENDENT DIRECTORS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SANY HEAVY INDUSTRY CO LTD Agenda Number: 717411576
--------------------------------------------------------------------------------------------------------------------------
Security: Y75268105
Meeting Type: EGM
Meeting Date: 30-Jun-2023
Ticker:
ISIN: CNE000001F70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2023 EMPLOYEE STOCK OWNERSHIP PLAN (DRAFT) Mgmt For For
AND ITS SUMMARY
2 MANAGEMENT MEASURES FOR 2023 EMPLOYEE STOCK Mgmt For For
OWNERSHIP PLAN
3 AUTHORIZATION TO THE BOARD TO HANDLE Mgmt For For
MATTERS REGARDING 2023 EMPLOYEE STOCK
OWNERSHIP PLAN
--------------------------------------------------------------------------------------------------------------------------
SAP SE Agenda Number: 716876303
--------------------------------------------------------------------------------------------------------------------------
Security: D66992104
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: DE0007164600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE MATERIAL URL DROPDOWN AT THE
TOP OF THE BALLOT. THE GERMAN AGENDAS FOR
ANY EXISTING OR PAST MEETINGS WILL REMAIN
IN PLACE. FOR FURTHER INFORMATION, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting
FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO THE MATERIAL URL SECTION
OF THE APPLICATION). IF YOU WISH TO ACT ON
THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES
DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED ON THE BALLOT
ON PROXYEDGE
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 2.05 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5 APPROVE REMUNERATION REPORT Mgmt For For
6 AUTHORIZE SHARE REPURCHASE PROGRAM AND Mgmt For For
REISSUANCE OR CANCELLATION OF REPURCHASED
SHARES
7 AUTHORIZE USE OF FINANCIAL DERIVATIVES WHEN Mgmt For For
REPURCHASING SHARES
8.1 ELECT JENNIFER XIN-ZHE LI TO THE Mgmt For For
SUPERVISORY BOARD
8.2 ELECT QI LU TO THE SUPERVISORY BOARD Mgmt For For
8.3 ELECT PUNIT RENJEN TO THE SUPERVISORY BOARD Mgmt For For
9 APPROVE REMUNERATION POLICY FOR THE Mgmt For For
MANAGEMENT BOARD
10 APPROVE REMUNERATION POLICY FOR THE Mgmt For For
SUPERVISORY BOARD
11.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
11.2 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE VIRTUAL
ANNUAL GENERAL MEETING BY MEANS OF AUDIO
AND VIDEO TRANSMISSION
--------------------------------------------------------------------------------------------------------------------------
SBI HOLDINGS,INC. Agenda Number: 715901737
--------------------------------------------------------------------------------------------------------------------------
Security: J6991H100
Meeting Type: AGM
Meeting Date: 27-Jul-2022
Ticker:
ISIN: JP3436120004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
This is the 24th AGM Partially Adjourned Non-Voting
from the AGM held on June 29th, 2022.
Non-votable Reporting item: the Annual Non-Voting
Business Reports, the Consolidated
Financial Statements, the Audit Reports and
the Financial Statements
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 935767105
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 05-Apr-2023
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Coleman Mgmt For For
1b. Election of Director: Patrick de La Mgmt For For
Chevardiere
1c. Election of Director: Miguel Galuccio Mgmt For For
1d. Election of Director: Olivier Le Peuch Mgmt For For
1e. Election of Director: Samuel Leupold Mgmt For For
1f. Election of Director: Tatiana Mitrova Mgmt For For
1g. Election of Director: Maria Moraeus Hanssen Mgmt For For
1h. Election of Director: Vanitha Narayanan Mgmt For For
1i. Election of Director: Mark Papa Mgmt For For
1j. Election of Director: Jeff Sheets Mgmt For For
1k. Election of Director: Ulrich Spiesshofer Mgmt For For
2. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
3. Advisory approval of our executive Mgmt For For
compensation.
4. Approval of our consolidated balance sheet Mgmt For For
at December 31, 2022; our consolidated
statement of income for the year ended
December 31, 2022; and the declarations of
dividends by our Board of Directors in
2022, as reflected in our 2022 Annual
Report to Shareholders.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
--------------------------------------------------------------------------------------------------------------------------
SCHNEIDER ELECTRIC SE Agenda Number: 716843570
--------------------------------------------------------------------------------------------------------------------------
Security: F86921107
Meeting Type: MIX
Meeting Date: 04-May-2023
Ticker:
ISIN: FR0000121972
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
1 APPROVAL OF STATUTORY FINANCIAL STATEMENTS Mgmt For For
FOR THE 2022 FISCAL YEAR
2 APPROVAL OF CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE 2022 FISCAL YEAR
3 APPROPRIATION OF PROFIT FOR THE FISCAL YEAR Mgmt For For
AND SETTING THE DIVIDEND
4 APPROVAL OF REGULATED AGREEMENTS GOVERNED Mgmt For For
BY ARTICLE L. 225-38 ET SEQ. OF THE FRENCH
COMMERCIAL CODE
5 APPROVAL OF THE INFORMATION ON THE Mgmt For For
DIRECTORS AND THE CORPORATE OFFICERS
COMPENSATION PAID OR GRANTED FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2022 MENTIONED IN
ARTICLE L. 22-10-9 OF THE FRENCH COMMERCIAL
CODE
6 APPROVAL OF THE COMPONENTS OF THE TOTAL Mgmt For For
COMPENSATION AND BENEFITS OF ALL TYPES PAID
DURING THE 2022 FISCAL YEAR OR AWARDED IN
RESPECT OF THE SAID FISCAL YEAR TO MR.
JEAN-PASCAL TRICOIRE
7 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN & CHIEF EXECUTIVE OFFICER, MR.
JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM
JANUARY 1 TO MAY 3, 2023
8 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHIEF EXECUTIVE OFFICER, MR. PETER HERWECK,
FOR THE PERIOD FROM MAY 4 TO DECEMBER 31,
2023
9 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN OF THE BOARD OF DIRECTORS, MR.
JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM
MAY 4 TO DECEMBER 31, 2023
10 DETERMINATION OF THE TOTAL ANNUAL Mgmt For For
COMPENSATION OF THE DIRECTORS
11 APPROVAL OF THE DIRECTORS COMPENSATION Mgmt For For
POLICY
12 RENEWAL OF THE TERM OF OFFICE OF MR. L?O Mgmt For For
APOTHEKER
13 RENEWAL OF THE TERM OF OFFICE OF MR. Mgmt For For
GREGORY SPIERKEL
14 RENEWAL OF THE TERM OF OFFICE OF MR. LIP-BU Mgmt For For
TAN
15 APPOINTMENT OF MR. ABHAY PARASNIS AS A Mgmt For For
DIRECTOR
16 APPOINTMENT OF MRS. GIULIA CHIERCHIA AS A Mgmt For For
DIRECTOR
17 OPINION ON THE COMPANY CLIMATE STRATEGY Mgmt For For
18 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO BUY BACK COMPANY SHARES
19 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITH SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT
20 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT THROUGH A PUBLIC
OFFERING OTHER THAN THOSE REFERRED TO IN
ARTICLE L. 411-2 1N OF THE FRENCH MONETARY
AND FINANCIAL CODE
21 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT THROUGH AN OFFERING IN
ACCORDANCE WITH ARTICLE L. 411-2 1N OF THE
FRENCH MONETARY AND FINANCIAL CODE
22 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE NUMBER OF SHARES
TO BE ISSUED IN THE EVENT OF A CAPITAL
INCREASE WITH OR WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
23 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
ISSUING ORDINARY SHARES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL OF THE
COMPANY WITHOUT SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT IN CONSIDERATION FOR
CONTRIBUTIONS IN KIND TO THE COMPANY
24 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY
CAPITALIZING ADDITIONAL PAID-IN CAPITAL,
RESERVES, EARNINGS OR OTHER
25 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO UNDERTAKE CAPITAL INCREASES
RESERVED FOR PARTICIPANTS IN A COMPANY
SAVINGS PLAN WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
26 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO UNDERTAKE CAPITAL INCREASES
RESERVED FOR EMPLOYEES OF CERTAIN
NON-FRENCH SUBSIDIARIES OF THE GROUP,
DIRECTLY OR VIA ENTITIES ACTING TO OFFER
THOSE EMPLOYEES BENEFITS COMPARABLE TO
THOSE OFFERED TO PARTICIPANTS IN A COMPANY
SAVINGS PLAN WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT
27 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For
CANCEL SHARES OF THE COMPANY BOUGHT BACK BY
THE COMPANY UNDER THE SHARE BUYBACK
PROGRAMS
28 POWERS FOR FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0327/202303272300691
.pdf
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SEVEN & I HOLDINGS CO.,LTD. Agenda Number: 717158136
--------------------------------------------------------------------------------------------------------------------------
Security: J7165H108
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: JP3422950000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Isaka, Ryuichi Mgmt For For
2.2 Appoint a Director Goto, Katsuhiro Mgmt For For
2.3 Appoint a Director Yonemura, Toshiro Mgmt For For
2.4 Appoint a Director Wada, Shinji Mgmt For For
2.5 Appoint a Director Hachiuma, Fuminao Mgmt For For
3 Appoint a Corporate Auditor Matsuhashi, Mgmt For For
Kaori
4.1 Appoint a Director Ito, Junro Mgmt For For
4.2 Appoint a Director Nagamatsu, Fumihiko Mgmt For For
4.3 Appoint a Director Joseph Michael DePinto Mgmt For For
4.4 Appoint a Director Maruyama, Yoshimichi Mgmt For For
4.5 Appoint a Director Izawa, Yoshiyuki Mgmt For For
4.6 Appoint a Director Yamada, Meyumi Mgmt For For
4.7 Appoint a Director Jenifer Simms Rogers Mgmt For For
4.8 Appoint a Director Paul Yonamine Mgmt For For
4.9 Appoint a Director Stephen Hayes Dacus Mgmt For For
4.10 Appoint a Director Elizabeth Miin Meyerdirk Mgmt For For
5.1 Shareholder Proposal: Appoint a Director Shr Against For
Natori, Katsuya
5.2 Shareholder Proposal: Appoint a Director Shr Against For
Dene Rogers
5.3 Shareholder Proposal: Appoint a Director Shr Against For
Ronald Gill
5.4 Shareholder Proposal: Appoint a Director Shr Against For
Brittni Levinson
--------------------------------------------------------------------------------------------------------------------------
SHOPIFY INC. Agenda Number: 935878465
--------------------------------------------------------------------------------------------------------------------------
Security: 82509L107
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: SHOP
ISIN: CA82509L1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Tobias Lutke Mgmt For For
1B Election of Director: Robert Ashe Mgmt For For
1C Election of Director: Gail Goodman Mgmt For For
1D Election of Director: Colleen Johnston Mgmt For For
1E Election of Director: Jeremy Levine Mgmt For For
1F Election of Director: Toby Shannan Mgmt For For
1G Election of Director: Fidji Simo Mgmt For For
1H Election of Director: Bret Taylor Mgmt For For
2 Auditor Proposal Resolution approving the Mgmt For For
re-appointment of PricewaterhouseCoopers
LLP as auditors of Shopify Inc. and
authorizing the Board of Directors to fix
their remuneration.
3 Advisory Vote on Executive Compensation Mgmt For For
Proposal Non-binding advisory resolution
that the shareholders accept Shopify Inc.'s
approach to executive compensation as
disclosed in the Management Information
Circular for the Meeting.
--------------------------------------------------------------------------------------------------------------------------
SIEMENS LTD Agenda Number: 716421324
--------------------------------------------------------------------------------------------------------------------------
Security: Y7934G137
Meeting Type: OTH
Meeting Date: 30-Dec-2022
Ticker:
ISIN: INE003A01024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF MR. DEEPAK S. PAREKH (DIN: Mgmt For For
00009078) AS A DIRECTOR OF THE COMPANY
2 APPOINTMENT OF MR. SHYAMAK R. TATA (DIN: Mgmt For For
07297729) AS AN INDEPENDENT DIRECTOR OF THE
COMPANY
3 APPROVAL OF TRANSACTIONS WITH SIEMENS Mgmt For For
AKTIENGESELLSCHAFT, GERMANY
4 APPROVAL OF TRANSACTIONS WITH SIEMENS Mgmt For For
ENERGY GLOBAL GMBH & CO. KG, GERMANY
--------------------------------------------------------------------------------------------------------------------------
SIEMENS LTD Agenda Number: 716551862
--------------------------------------------------------------------------------------------------------------------------
Security: Y7934G137
Meeting Type: AGM
Meeting Date: 14-Feb-2023
Ticker:
ISIN: INE003A01024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT: (A) THE Mgmt For For
AUDITED FINANCIAL STATEMENTS OF THE COMPANY
FOR THE FINANCIAL YEAR ENDED 30TH SEPTEMBER
2022, TOGETHER WITH THE REPORTS OF THE
DIRECTORS AND THE AUDITORS THEREON; AND (B)
THE AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 30TH SEPTEMBER 2022 AND THE
REPORT OF THE AUDITORS THEREON
2 TO DECLARE A DIVIDEND ON EQUITY SHARES FOR Mgmt For For
THE FINANCIAL YEAR 2021-22
3 TO APPOINT A DIRECTOR IN PLACE OF MR. TIM Mgmt For For
HOLT (DIN: 08742663), WHO RETIRES BY
ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF
FOR RE-APPOINTMENT
4 REVISION IN RANGE OF SALARY PACKAGE FOR MR. Mgmt For For
SUNIL MATHUR (DIN: 02261944), MANAGING
DIRECTOR AND CHIEF EXECUTIVE OFFICER OF THE
COMPANY
5 REVISION IN RANGE OF SALARY PACKAGE FOR DR. Mgmt For For
DANIEL SPINDLER (DIN: 08533833), EXECUTIVE
DIRECTOR AND CHIEF FINANCIAL OFFICER OF THE
COMPANY
6 PAYMENT OF REMUNERATION TO MESSRS R. Mgmt For For
NANABHOY & CO., COST ACCOUNTANTS (FIRM
REGISTRATION NO. 000010), THE COST AUDITORS
OF THE COMPANY FOR FY 2022-23
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE AIRLINES LTD Agenda Number: 715831942
--------------------------------------------------------------------------------------------------------------------------
Security: Y7992P128
Meeting Type: AGM
Meeting Date: 26-Jul-2022
Ticker:
ISIN: SG1V61937297
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF THE DIRECTORS' STATEMENT, Mgmt For For
AUDITED FINANCIAL STATEMENTS AND AUDITORS'
REPORT FOR THE YEAR ENDED 31 MARCH 2022
2.A RE-ELECTION OF DIRECTOR IN ACCORDANCE WITH Mgmt For For
ARTICLE 91: MR PETER SEAH LIM HUAT
2.B RE-ELECTION OF DIRECTOR IN ACCORDANCE WITH Mgmt For For
ARTICLE 91: MR SIMON CHEONG SAE PENG
2.C RE-ELECTION OF DIRECTOR IN ACCORDANCE WITH Mgmt For For
ARTICLE 91: MR DAVID JOHN GLEDHILL
2.D RE-ELECTION OF DIRECTOR IN ACCORDANCE WITH Mgmt For For
ARTICLE 91: MS GOH SWEE CHEN
3 RE-ELECTION OF MR YEOH OON JIN AS A Mgmt For For
DIRECTOR IN ACCORDANCE WITH ARTICLE 97
4 APPROVAL OF DIRECTORS' EMOLUMENTS FOR THE Mgmt For For
FINANCIAL YEAR ENDING 31 MARCH 2023
5 RE-APPOINTMENT OF AUDITORS AND AUTHORITY Mgmt For For
FOR THE DIRECTORS TO FIX THEIR REMUNERATION
6 AUTHORITY FOR DIRECTORS TO ISSUE SHARES, Mgmt For For
AND TO MAKE OR GRANT INSTRUMENTS
CONVERTIBLE INTO SHARES, PURSUANT TO
SECTION 161 OF THE COMPANIES ACT 1967
7 AUTHORITY FOR DIRECTORS TO GRANT AWARDS, Mgmt For For
AND TO ALLOT AND ISSUE SHARES, PURSUANT TO
THE SIA PERFORMANCE SHARE PLAN 2014 AND THE
SIA RESTRICTED SHARE PLAN 2014
8 RENEWAL OF THE IPT MANDATE Mgmt For For
9 RENEWAL OF THE SHARE BUY BACK MANDATE Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD Agenda Number: 715855447
--------------------------------------------------------------------------------------------------------------------------
Security: Y79985209
Meeting Type: AGM
Meeting Date: 29-Jul-2022
Ticker:
ISIN: SG1T75931496
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE DIRECTORS' Mgmt For For
STATEMENT AND AUDITED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 MARCH 2022
AND THE AUDITORS' REPORT THEREON
2 TO DECLARE A FINAL DIVIDEND OF 4.8 CENTS Mgmt For For
PER SHARE IN RESPECT OF THE FINANCIAL YEAR
ENDED 31 MARCH 2022
3 TO RE-ELECT THE FOLLOWING DIRECTORS WHO Mgmt For For
RETIRE BY ROTATION IN ACCORDANCE WITH
ARTICLE 100 OF THE CONSTITUTION OF THE
COMPANY AND WHO, BEING ELIGIBLE, OFFER
THEMSELVES FOR RE-ELECTION: (A) MS
CHRISTINA HON KWEE FONG (MRS CHRISTINA ONG)
(INDEPENDENT MEMBER OF THE AUDIT COMMITTEE)
4 TO RE-ELECT THE FOLLOWING DIRECTORS WHO Mgmt For For
RETIRE BY ROTATION IN ACCORDANCE WITH
ARTICLE 100 OF THE CONSTITUTION OF THE
COMPANY AND WHO, BEING ELIGIBLE, OFFER
THEMSELVES FOR RE-ELECTION: (B) MR BRADLEY
JOSEPH HOROWITZ
5 TO RE-ELECT THE FOLLOWING DIRECTORS WHO Mgmt For For
RETIRE BY ROTATION IN ACCORDANCE WITH
ARTICLE 100 OF THE CONSTITUTION OF THE
COMPANY AND WHO, BEING ELIGIBLE, OFFER
THEMSELVES FOR RE-ELECTION: (C) MRS GAIL
PATRICIA KELLY (INDEPENDENT MEMBER OF THE
AUDIT COMMITTEE)
6 TO RE-ELECT THE FOLLOWING DIRECTORS WHO Mgmt For For
CEASE TO HOLD OFFICE IN ACCORDANCE WITH
ARTICLE 106 OF THE CONSTITUTION OF THE
COMPANY AND WHO, BEING ELIGIBLE, OFFER
THEMSELVES FOR RE-ELECTION: (A) MR JOHN
LINDSAY ARTHUR (INDEPENDENT MEMBER OF THE
AUDIT COMMITTEE)
7 TO RE-ELECT THE FOLLOWING DIRECTORS WHO Mgmt For For
CEASE TO HOLD OFFICE IN ACCORDANCE WITH
ARTICLE 106 OF THE CONSTITUTION OF THE
COMPANY AND WHO, BEING ELIGIBLE, OFFER
THEMSELVES FOR RE-ELECTION: (B) MS YONG
HSIN YUE
8 TO APPROVE PAYMENT OF DIRECTORS' FEES BY Mgmt For For
THE COMPANY OF UP TO SGD 4,020,000 FOR THE
FINANCIAL YEAR ENDING 31 MARCH 2023 (2022:
UP TO SGD 2,350,000; INCREASE: SGD
1,670,000)
9 TO RE-APPOINT THE AUDITORS AND TO AUTHORISE Mgmt For For
THE DIRECTORS TO FIX THEIR REMUNERATION
10 TO CONSIDER AND, IF THOUGHT FIT, TO PASS Mgmt For For
WITH OR WITHOUT AMENDMENTS THE FOLLOWING
RESOLUTIONS WHICH WILL BE PROPOSED AS
ORDINARY RESOLUTIONS: (A) THAT AUTHORITY BE
AND IS HEREBY GIVEN TO THE DIRECTORS TO:
(I) (1) ISSUE SHARES OF THE COMPANY
("SHARES") WHETHER BY WAY OF RIGHTS, BONUS
OR OTHERWISE; AND/OR (2) MAKE OR GRANT
OFFERS, AGREEMENTS OR OPTIONS
(COLLECTIVELY, "INSTRUMENTS") THAT MIGHT OR
WOULD REQUIRE SHARES TO BE ISSUED,
INCLUDING BUT NOT LIMITED TO THE CREATION
AND ISSUE OF (AS WELL AS ADJUSTMENTS TO)
WARRANTS, DEBENTURES OR OTHER INSTRUMENTS
CONVERTIBLE INTO SHARES, AT ANY TIME AND
UPON SUCH TERMS AND CONDITIONS AND FOR SUCH
PURPOSES AND TO SUCH PERSONS AS THE
DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION
DEEM FIT; AND (II) (NOTWITHSTANDING THE
AUTHORITY CONFERRED BY THIS RESOLUTION MAY
HAVE CEASED TO BE IN FORCE) ISSUE SHARES IN
PURSUANCE OF ANY INSTRUMENT MADE OR GRANTED
BY THE DIRECTORS WHILE THIS RESOLUTION WAS
IN FORCE, 2 PROVIDED THAT: (I) THE
AGGREGATE NUMBER OF SHARES TO BE ISSUED
PURSUANT TO THIS RESOLUTION (INCLUDING
SHARES TO BE ISSUED IN PURSUANCE OF
INSTRUMENTS MADE OR GRANTED PURSUANT TO
THIS RESOLUTION) DOES NOT EXCEED 50% OF THE
TOTAL NUMBER OF ISSUED SHARES (EXCLUDING
TREASURY SHARES AND SUBSIDIARY HOLDINGS)
(AS CALCULATED IN ACCORDANCE WITH
SUB-PARAGRAPH (II) BELOW), OF WHICH THE
AGGREGATE NUMBER OF SHARES TO BE ISSUED
OTHER THAN ON A PRO RATA BASIS TO
SHAREHOLDERS OF THE COMPANY (INCLUDING
SHARES TO BE ISSUED IN PURSUANCE OF
INSTRUMENTS MADE OR GRANTED PURSUANT TO
THIS RESOLUTION) DOES NOT EXCEED 5% OF THE
TOTAL NUMBER OF ISSUED SHARES (EXCLUDING
TREASURY SHARES AND SUBSIDIARY HOLDINGS)
(AS CALCULATED IN ACCORDANCE WITH
SUB-PARAGRAPH (II) BELOW); (II) (SUBJECT TO
SUCH MANNER OF CALCULATION AS MAY BE
PRESCRIBED BY THE SINGAPORE EXCHANGE
SECURITIES TRADING LIMITED ("SGX-ST")) FOR
THE PURPOSE OF DETERMINING THE AGGREGATE
NUMBER OF SHARES THAT MAY BE ISSUED UNDER
SUB-PARAGRAPH (I) ABOVE, THE PERCENTAGE OF
ISSUED SHARES SHALL BE BASED ON THE TOTAL
NUMBER OF ISSUED SHARES (EXCLUDING TREASURY
SHARES AND SUBSIDIARY HOLDINGS) AT THE TIME
THIS RESOLUTION IS PASSED, AFTER ADJUSTING
FOR: (A) NEW SHARES ARISING FROM THE
CONVERSION OR EXERCISE OF ANY CONVERTIBLE
SECURITIES OR SHARE OPTIONS OR VESTING OF
SHARE AWARDS WHICH WERE ISSUED AND ARE
OUTSTANDING OR SUBSISTING AT THE TIME THIS
RESOLUTION IS PASSED; AND (B) ANY
SUBSEQUENT BONUS ISSUE OR CONSOLIDATION OR
SUBDIVISION OF SHARES, AND, IN
SUB-PARAGRAPH (I) ABOVE AND THIS
SUB-PARAGRAPH (II), "SUBSIDIARY HOLDINGS"
HAS THE MEANING GIVEN TO IT IN THE LISTING
MANUAL OF THE SGX-ST; (III) IN EXERCISING
THE AUTHORITY CONFERRED BY THIS RESOLUTION,
THE COMPANY SHALL COMPLY WITH THE
PROVISIONS OF THE LISTING MANUAL OF THE
SGX-ST AND THE RULES OF ANY OTHER STOCK
EXCHANGE ON WHICH THE SHARES OF THE COMPANY
MAY FOR THE TIME BEING BE LISTED AND QUOTED
("OTHER EXCHANGE") FOR THE TIME BEING IN
FORCE (UNLESS SUCH COMPLIANCE HAS BEEN
WAIVED BY THE SGX-ST OR, AS THE CASE MAY
BE, THE OTHER EXCHANGE) AND THE
CONSTITUTION FOR THE TIME BEING OF THE
COMPANY; AND (IV) (UNLESS REVOKED OR VARIED
BY THE COMPANY IN GENERAL MEETING) THE
AUTHORITY CONFERRED BY THIS RESOLUTION
SHALL CONTINUE IN FORCE UNTIL THE
CONCLUSION OF THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY OR THE DATE BY WHICH
THE NEXT ANNUAL GENERAL MEETING OF THE
COMPANY IS REQUIRED BY LAW TO BE HELD,
WHICHEVER IS THE EARLIER
11 TO CONSIDER AND, IF THOUGHT FIT, TO PASS Mgmt For For
WITH OR WITHOUT AMENDMENTS THE FOLLOWING
RESOLUTIONS WHICH WILL BE PROPOSED AS
ORDINARY RESOLUTIONS: (B) THAT APPROVAL BE
AND IS HEREBY GIVEN TO THE DIRECTORS TO
GRANT AWARDS IN ACCORDANCE WITH THE
PROVISIONS OF THE SINGTEL PERFORMANCE SHARE
PLAN 2012 ("SINGTEL PSP 2012") AND TO ALLOT
AND ISSUE FROM TIME TO TIME SUCH NUMBER OF
FULLY PAID-UP ORDINARY SHARES AS MAY BE
REQUIRED TO BE DELIVERED PURSUANT TO THE
VESTING OF AWARDS UNDER THE SINGTEL PSP
2012, PROVIDED THAT: (I) THE AGGREGATE
NUMBER OF NEW ORDINARY SHARES TO BE ISSUED
PURSUANT TO THE VESTING OF AWARDS GRANTED
OR TO BE GRANTED UNDER THE SINGTEL PSP 2012
SHALL NOT EXCEED 5% OF THE TOTAL NUMBER OF
ISSUED ORDINARY SHARES (EXCLUDING TREASURY
SHARES AND SUBSIDIARY HOLDINGS) FROM TIME
TO TIME; AND (II) THE AGGREGATE NUMBER OF
NEW ORDINARY SHARES UNDER AWARDS TO BE
GRANTED PURSUANT TO THE SINGTEL PSP 2012
DURING THE PERIOD COMMENCING FROM THE DATE
OF THIS ANNUAL GENERAL MEETING OF THE
COMPANY AND ENDING ON THE DATE OF THE NEXT
ANNUAL GENERAL MEETING OF THE COMPANY OR
THE DATE BY WHICH THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY IS REQUIRED BY LAW
TO BE HELD, WHICHEVER IS THE EARLIER, SHALL
NOT EXCEED 0.5% OF THE TOTAL NUMBER OF
ISSUED ORDINARY SHARES (EXCLUDING TREASURY
SHARES AND SUBSIDIARY HOLDINGS) FROM TIME
TO TIME, AND IN THIS RESOLUTION,
"SUBSIDIARY HOLDINGS" HAS THE MEANING GIVEN
TO IT IN THE LISTING MANUAL OF THE SGX-ST
12 (C) TO CONSIDER AND, IF THOUGHT FIT, TO Mgmt For For
PASS WITH OR WITHOUT AMENDMENTS THE
FOLLOWING RESOLUTIONS WHICH WILL BE
PROPOSED AS ORDINARY RESOLUTIONS: THAT: (I)
FOR THE PURPOSES OF SECTIONS 76C AND 76E OF
THE COMPANIES ACT 1967 (THE "COMPANIES
ACT"), THE EXERCISE BY THE DIRECTORS OF ALL
THE POWERS OF THE COMPANY TO PURCHASE OR
OTHERWISE ACQUIRE ISSUED ORDINARY SHARES OF
THE COMPANY ("SHARES") NOT EXCEEDING IN
AGGREGATE THE MAXIMUM LIMIT (AS HEREAFTER
DEFINED), AT SUCH PRICE OR PRICES AS MAY BE
DETERMINED BY THE DIRECTORS FROM TIME TO
TIME UP TO THE MAXIMUM PRICE (AS HEREAFTER
DEFINED), WHETHER BY WAY OF: (1) MARKET
PURCHASE(S) ON THE SGX-ST AND/OR ANY OTHER
STOCK EXCHANGE ON WHICH THE SHARES MAY FOR
THE TIME BEING BE LISTED AND QUOTED ("OTHER
EXCHANGE"); AND/OR 3 (2) OFF-MARKET
PURCHASE(S) (IF EFFECTED OTHERWISE THAN ON
THE SGX-ST OR, AS THE CASE MAY BE, OTHER
EXCHANGE) IN ACCORDANCE WITH ANY EQUAL
ACCESS SCHEME(S) AS MAY BE DETERMINED OR
FORMULATED BY THE DIRECTORS AS THEY
CONSIDER FIT, WHICH SCHEME(S) SHALL SATISFY
ALL THE CONDITIONS PRESCRIBED BY THE
COMPANIES ACT, AND OTHERWISE IN ACCORDANCE
WITH ALL OTHER LAWS AND REGULATIONS AND
RULES OF THE SGX-ST OR, AS THE CASE MAY BE,
OTHER EXCHANGE AS MAY FOR THE TIME BEING BE
APPLICABLE, BE AND IS HEREBY AUTHORISED AND
APPROVED GENERALLY AND UNCONDITIONALLY (THE
"SHARE PURCHASE MANDATE"); (II) UNLESS
VARIED OR REVOKED BY THE COMPANY IN GENERAL
MEETING, THE AUTHORITY CONFERRED ON THE
DIRECTORS OF THE COMPANY PURSUANT TO THE
SHARE PURCHASE MANDATE MAY BE EXERCISED BY
THE DIRECTORS AT ANY TIME AND FROM TIME TO
TIME DURING THE PERIOD COMMENCING FROM THE
DATE OF THE PASSING OF THIS RESOLUTION AND
EXPIRING ON THE EARLIEST OF: (1) THE DATE
ON WHICH THE NEXT ANNUAL GENERAL MEETING OF
THE COMPANY IS HELD; (2) THE DATE BY WHICH
THE NEXT ANNUAL GENERAL MEETING OF THE
COMPANY IS REQUIRED BY LAW TO BE HELD; AND
(3) THE DATE ON WHICH PURCHASES AND
ACQUISITIONS OF SHARES PURSUANT TO THE
SHARE PURCHASE MANDATE ARE CARRIED OUT TO
THE FULL EXTENT MANDATED; (III) IN THIS
RESOLUTION: "AVERAGE CLOSING PRICE" MEANS
THE AVERAGE OF THE LAST DEALT PRICES OF A
SHARE FOR THE FIVE CONSECUTIVE MARKET DAYS
ON WHICH THE SHARES ARE TRANSACTED ON THE
SGX-ST OR, AS THE CASE MAY BE, OTHER
EXCHANGE IMMEDIATELY PRECEDING THE DATE OF
THE MARKET PURCHASE BY THE COMPANY OR, AS
THE CASE MAY BE, THE DATE OF THE MAKING OF
THE OFFER PURSUANT TO THE OFF-MARKET
PURCHASE, AND DEEMED TO BE ADJUSTED, IN
ACCORDANCE WITH THE LISTING RULES OF THE
SGX-ST, FOR ANY CORPORATE ACTION WHICH
OCCURS DURING THE RELEVANT FIVE-DAY PERIOD
AND THE DATE OF THE MARKET PURCHASE BY THE
COMPANY OR, AS THE CASE MAY BE, THE DATE OF
THE MAKING OF THE OFFER PURSUANT TO THE
OFF-MARKET PURCHASE; "DATE OF THE MAKING OF
THE OFFER" MEANS THE DATE ON WHICH THE
COMPANY MAKES AN OFFER FOR THE PURCHASE OR
ACQUISITION OF SHARES FROM HOLDERS OF
SHARES, STATING THEREIN THE RELEVANT TERMS
OF THE EQUAL ACCESS SCHEME FOR EFFECTING
THE OFF-MARKET PURCHASE; "MAXIMUM LIMIT"
MEANS THAT NUMBER OF ISSUED SHARES
REPRESENTING 5% OF THE TOTAL NUMBER OF
ISSUED SHARES AS AT THE DATE OF THE PASSING
OF THIS RESOLUTION (EXCLUDING TREASURY
SHARES AND SUBSIDIARY HOLDINGS (AS DEFINED
IN THE LISTING MANUAL OF THE SGX-ST)); AND
"MAXIMUM PRICE" IN RELATION TO A SHARE TO
BE PURCHASED OR ACQUIRED, MEANS THE
PURCHASE PRICE (EXCLUDING BROKERAGE,
COMMISSION, APPLICABLE GOODS AND SERVICES
TAX AND OTHER RELATED EXPENSES) WHICH SHALL
NOT EXCEED, WHETHER PURSUANT TO A MARKET
PURCHASE OR AN OFF-MARKET PURCHASE, 105% OF
THE AVERAGE CLOSING PRICE OF THE SHARES;
AND (IV) THE DIRECTORS OF THE COMPANY
AND/OR ANY OF THEM BE AND ARE HEREBY
AUTHORISED TO COMPLETE AND DO ALL SUCH ACTS
AND THINGS (INCLUDING EXECUTING SUCH
DOCUMENTS AS MAY BE REQUIRED) AS THEY
AND/OR HE MAY CONSIDER EXPEDIENT OR
NECESSARY OR IN THE INTERESTS OF THE
COMPANY TO GIVE EFFECT TO THE TRANSACTIONS
CONTEMPLATED AND/OR AUTHORISED BY THIS
RESOLUTION
CMMT 04 JUL 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTION 7. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
SONY GROUP CORPORATION Agenda Number: 717271427
--------------------------------------------------------------------------------------------------------------------------
Security: J76379106
Meeting Type: AGM
Meeting Date: 20-Jun-2023
Ticker:
ISIN: JP3435000009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Yoshida, Kenichiro Mgmt For For
1.2 Appoint a Director Totoki, Hiroki Mgmt For For
1.3 Appoint a Director Hatanaka, Yoshihiko Mgmt For For
1.4 Appoint a Director Oka, Toshiko Mgmt For For
1.5 Appoint a Director Akiyama, Sakie Mgmt For For
1.6 Appoint a Director Wendy Becker Mgmt For For
1.7 Appoint a Director Kishigami, Keiko Mgmt For For
1.8 Appoint a Director Joseph A. Kraft Jr. Mgmt For For
1.9 Appoint a Director Neil Hunt Mgmt For For
1.10 Appoint a Director William Morrow Mgmt For For
2 Approve Issuance of Share Acquisition Mgmt For For
Rights as Stock Options
--------------------------------------------------------------------------------------------------------------------------
STANTEC INC. Agenda Number: 935806844
--------------------------------------------------------------------------------------------------------------------------
Security: 85472N109
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: STN
ISIN: CA85472N1096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Douglas K. Ammerman Mgmt For For
1B Election of Director: Martin A. a Porta Mgmt For For
1C Election of Director: Shelley A. M. Brown Mgmt For For
1D Election of Director: Angeline G. Chen Mgmt For For
1E Election of Director: Patricia D. Galloway Mgmt For For
1F Election of Director: Robert J. Gomes Mgmt For For
1G Election of Director: Gordon A. Johnston Mgmt For For
1H Election of Director: Donald J. Lowry Mgmt For For
1I Election of Director: Marie-Lucie Morin Mgmt For For
1J Election of Director: Celina J. Wang Doka Mgmt For For
2 Resolved that the shareholders approve the Mgmt For For
reappointment of PricewaterhouseCoopers LLP
as Stantec's auditor and authorize the
directors to fix the auditor's
remuneration.
3 Resolved, on an advisory basis and not to Mgmt For For
diminish the role and responsibilities of
the board of directors, that the
shareholders accept the approach to
executive compensation disclosed in
Stantec's Management Information Circular
delivered in advance of the Meeting.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD Agenda Number: 717197835
--------------------------------------------------------------------------------------------------------------------------
Security: Y84629107
Meeting Type: AGM
Meeting Date: 06-Jun-2023
Ticker:
ISIN: TW0002330008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACCEPT 2022 BUSINESS REPORT AND Mgmt For For
FINANCIAL STATEMENTS.
2 TO APPROVE THE ISSUANCE OF EMPLOYEE Mgmt For For
RESTRICTED STOCK AWARDS FOR YEAR 2023.
3 TO REVISE THE PROCEDURES FOR ENDORSEMENT Mgmt For For
AND GUARANTEE.
4 IN ORDER TO REFLECT THE AUDIT COMMITTEE Mgmt For For
NAME CHANGE TO THE AUDIT AND RISK
COMMITTEE, TO REVISE THE NAME OF AUDIT
COMMITTEE IN THE FOLLOWING TSMC
POLICIES,(I). PROCEDURES FOR ACQUISITION OR
DISPOSAL OF ASSETS. (II). PROCEDURES FOR
FINANCIAL DERIVATIVES TRANSACTIONS. (III).
PROCEDURES FOR LENDING FUNDS TO OTHER
PARTIES. (IV). PROCEDURES FOR ENDORSEMENT
AND GUARANTEE.
--------------------------------------------------------------------------------------------------------------------------
TECHNIPFMC PLC Agenda Number: 935782157
--------------------------------------------------------------------------------------------------------------------------
Security: G87110105
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: FTI
ISIN: GB00BDSFG982
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Douglas J. Pferdehirt
1b. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Claire S. Farley
1c. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Eleazar de Carvalho Filho
1d. Election of Director for a term expiring at Mgmt Against Against
the Company's 2024 Annual General Meeting
of Shareholders: Robert G. Gwin
1e. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John O'Leary
1f. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Margareth ovrum
1g. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Kay G. Priestly
1h. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John Yearwood
1i. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Sophie Zurquiyah
2. 2022 U.S. Say-on-Pay for Named Executive Mgmt For For
Officers: To approve, as a non-binding
advisory resolution, the Company's named
executive officer compensation for the year
ended December 31, 2022, as reported in the
Company's Proxy Statement.
3. 2022 U.K. Directors' Remuneration Report: Mgmt For For
To approve, as a non-binding advisory
resolution, the Company's directors'
remuneration report for the year ended
December 31, 2022, as reported in the
Company's U.K. Annual Report and Accounts.
4. Receipt of U.K. Annual Report and Accounts: Mgmt For For
To receive the Company's audited U.K.
accounts for the year ended December 31,
2022, including the reports of the
directors and the auditor thereon.
5. Ratification of PwC as U.S. Auditor: To Mgmt For For
ratify the appointment of
PricewaterhouseCoopers LLP ("PwC") as the
Company's U.S. independent registered
public accounting firm for the year ending
December 31, 2023.
6. Reappointment of PwC as U.K. Statutory Mgmt For For
Auditor: To reappoint PwC as the Company's
U.K. statutory auditor under the U.K.
Companies Act 2006, to hold office from the
conclusion of the 2023 Annual General
Meeting of Shareholders until the next
annual general meeting of shareholders at
which accounts are laid.
7. Approval of U.K. Statutory Auditor Fees: To Mgmt For For
authorize the Board and/or the Audit
Committee to determine the remuneration of
PwC, in its capacity as the Company's U.K.
statutory auditor for the year ending
December 31, 2023.
8. Authority to Allot Equity Securities: To Mgmt For For
authorize the Board to allot equity
securities in the Company.
9. As a special resolution - Authority to Mgmt For For
Allot Equity Securities without Pre-emptive
Rights: Pursuant to the authority
contemplated by the resolution in Proposal
8, to authorize the Board to allot equity
securities without pre-emptive rights.
--------------------------------------------------------------------------------------------------------------------------
THALES SA Agenda Number: 716928962
--------------------------------------------------------------------------------------------------------------------------
Security: F9156M108
Meeting Type: MIX
Meeting Date: 10-May-2023
Ticker:
ISIN: FR0000121329
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0405/202304052300596
.pdf
CMMT "INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE"
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 870344 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU
1 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE 2022 FINANCIAL YEAR
2 APPROVAL OF THE COMPANYS FINANCIAL Mgmt For For
STATEMENTS FOR THE 2022 FINANCIAL YEAR
3 ALLOCATION OF THE PARENT COMPANYS EARNINGS Mgmt For For
AND CALCULATION OF THE DIVIDEND AT N2,94
PER SHARE FOR 2022
4 APPROVAL OF THE 2022 COMPENSATION SCHEME Mgmt For For
PAID OR GRANTED TO MR PATRICE CAINE,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER AND
THE SOLE COMPANY REPRESENTATIVE
5 APPROVAL OF INFORMATION RELATING TO THE Mgmt For For
2022 COMPENSATION OF COMPANY
REPRESENTATIVES
6 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
7 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DIRECTORS
8 AUTHORISATION GRANDED TO THE BOARD OF Mgmt For For
DIRECTORS TO ALLOW THE COMPANY TO TRADE IN
ITS OWN SHARES, WITH A MAXIMUM PURCHASE
PRICE OF 190 PER SHARE
9 AUTHORISATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR A PERIOD OF 38 MONTHS FOR THE
PURPOSE OF THE FREE ALLOCATION OF EXISTING
SHARES, WITHIN THE LIMIT OF 0,96% OF THE
SHARE CAPITAL, TO EMPLOYEES OF THE THALES
GROUP
10 AUTHORISATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR A PERIOD OF 38 MONTHS FOR THE
PURPOSE OF THE FREE ALLOCATION OF EXISTING
SHARES, WITHIN THE LIMIT OF 0,04% OF THE
SHARE CAPITAL, TO THE CHAIRMAN AND CHIEF
EXECUTIVE OFFICER, THE SOLE COMPANY
REPRESENTATIVE
11 AUTHORISATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO CANCEL SHARES ACQUIRED AS PART
OF SHARE BUY-BACK PROGRAMME
12 POWERS TO CARRY OUT FORMALITIES Mgmt For For
13 APPOINTMENT OF MS MARIANNA NITSCH AS AN Mgmt For For
"EXTERNAL DIRECTOR"
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 716832123
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: EGM
Meeting Date: 12-Apr-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2023 ESTIMATED CONTINUING CONNECTED Mgmt For For
TRANSACTIONS
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 717093760
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: AGM
Meeting Date: 16-May-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL ACCOUNTS Mgmt For For
4 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY2.00000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):NONE
6 REAPPOINTMENT OF 2023 AUDIT FIRM Mgmt For For
7 REMUNERATION DISTRIBUTION PLAN FOR Mgmt For For
DIRECTORS
8 REMUNERATION DISTRIBUTION PLAN FOR Mgmt For For
SUPERVISORS
9 REPURCHASE AND CANCELLATION OF SOME Mgmt For For
RESTRICTED STOCKS UNDER 2022 RESTRICTED
STOCK INCENTIVE PLAN
10 CHANGE OF THE REGISTERED CAPITAL AND Mgmt For For
AMENDMENTS TO THE ARTICLES OF ASSOCIATION
OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
VENUSTECH GROUP INC Agenda Number: 717154013
--------------------------------------------------------------------------------------------------------------------------
Security: Y07764106
Meeting Type: EGM
Meeting Date: 31-May-2023
Ticker:
ISIN: CNE100000QJ2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 RESTRICTED STOCK INCENTIVE PLAN Mgmt For For
(REVISED DRAFT) AND ITS SUMMARY
2 APPRAISAL MANAGEMENT MEASURES FOR Mgmt For For
IMPLEMENTATION OF THE 2022 RESTRICTED STOCK
INCENTIVE PLAN (REVISED)
--------------------------------------------------------------------------------------------------------------------------
VINCI SA Agenda Number: 716829532
--------------------------------------------------------------------------------------------------------------------------
Security: F5879X108
Meeting Type: MIX
Meeting Date: 13-Apr-2023
Ticker:
ISIN: FR0000125486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
1 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
AND STATUTORY REPORTS
2 APPROVE FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 4 PER SHARE
4 REELECT CAROLINE GREGOIRE SAINTE MARIE AS Mgmt For For
DIRECTOR
5 ELECT CARLOS AGUILAR AS DIRECTOR Mgmt For For
6 ELECT ANNETTE MESSEMER AS DIRECTOR Mgmt For For
7 ELECT DOMINIQUE MULLER AS REPRESENTATIVE OF Mgmt For For
EMPLOYEE SHAREHOLDERS TO THE BOARD
8 ELECT AGNES DANEY DE MARCILLAC AS Mgmt Against Against
REPRESENTATIVE OF EMPLOYEE SHAREHOLDERS TO
THE BOARD
9 ELECT RONALD KOUWENHOVEN AS REPRESENTATIVE Mgmt Against Against
OF EMPLOYEE SHAREHOLDERS TO THE BOARD
10 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF Mgmt For For
ISSUED SHARE CAPITAL
11 APPROVE REMUNERATION POLICY OF DIRECTORS Mgmt For For
12 APPROVE REMUNERATION POLICY OF XAVIER Mgmt For For
HUILLARD, CHAIRMAN AND CEO
13 APPROVE COMPENSATION REPORT Mgmt For For
14 APPROVE COMPENSATION OF XAVIER HUILLARD, Mgmt For For
CHAIRMAN AND CEO
15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA Mgmt For For
CANCELLATION OF REPURCHASED SHARES
16 AUTHORIZE CAPITALIZATION OF RESERVES FOR Mgmt For For
BONUS ISSUE OR INCREASE IN PAR VALUE
17 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITH PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 300 MILLION
18 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 150 MILLION
19 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED Mgmt For For
SECURITIES FOR PRIVATE PLACEMENTS, UP TO
AGGREGATE NOMINAL AMOUNT OF EUR 150 MILLION
20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE Mgmt For For
EVENT OF ADDITIONAL DEMAND RELATED TO
DELEGATION SUBMITTED TO SHAREHOLDER VOTE
UNDER ITEMS 17-19
21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 Mgmt For For
PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS
IN KIND
22 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS
23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS RESERVED FOR
EMPLOYEES OF INTERNATIONAL SUBSIDIARIES
24 AUTHORIZE UP TO 1 PERCENT OF ISSUED CAPITAL Mgmt For For
FOR USE IN RESTRICTED STOCK PLANS RESERVED
FOR EMPLOYEES WITH PERFORMANCE CONDITIONS
ATTACHED
25 AUTHORIZE FILING OF REQUIRED Mgmt For For
DOCUMENTS/OTHER FORMALITIES
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 27 MAR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS AVAILABLE
BY CLICKING ON THE MATERIAL URL LINKS:
https://www.vinci.com/vinci.nsf/fr/actionna
ires-assemblees-generales/pages/index.htm
and HYPERLINK:
https://www.journal-officiel.gouv.fr/telech
argements/balo/pdf/2023/0322/202303222300617
.pdf AND PLEASE NOTE THAT THIS IS A REVISION
DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES TO MID 879483, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 868200 DUE TO SLIB VOTING TAG
CHANGES TO Y. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU.
Calamos International Small Cap Growth Fund
--------------------------------------------------------------------------------------------------------------------------
AALBERTS N.V. Agenda Number: 716581170
--------------------------------------------------------------------------------------------------------------------------
Security: N00089271
Meeting Type: EGM
Meeting Date: 09-Mar-2023
Ticker:
ISIN: NL0000852564
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. APPOINTMENT OF MRS. T. MENSSEN AS MEMBER OF Mgmt For For
THE SUPERVISORY BOARD
3. APPOINTMENT OF MR. F. MELZER AS MEMBER OF Mgmt For For
THE SUPERVISORY BOARD
4. ANNOUNCEMENTS AND ANY OTHER BUSINESS Non-Voting
5. CLOSING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
AALBERTS N.V. Agenda Number: 717004939
--------------------------------------------------------------------------------------------------------------------------
Security: N00089271
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: NL0000852564
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. DISCUSSION OF THE ANNUAL REPORT FOR THE Non-Voting
FINANCIAL YEAR 2022
3.a. FINANCIAL STATEMENTS 2022: ADVISORY VOTE Mgmt For For
REGARDING THE REMUNERATION REPORT 2022
(ADVISORY VOTE)
3.b. FINANCIAL STATEMENTS 2022: ADOPTION OF THE Mgmt For For
COMPANY AND CONSOLIDATED FINANCIAL
STATEMENTS 2022
4.a. DIVIDEND: DISCUSSION OF THE POLICY ON Non-Voting
ADDITIONS TO RESERVES AND DIVIDENDS
4.b. DIVIDEND: ADOPTION OF THE DIVIDEND FOR THE Mgmt For For
FINANCIAL YEAR 2022
5. GRANTING OF DISCHARGE TO THE MEMBERS OF THE Mgmt For For
MANAGEMENT BOARD IN OFFICE IN 2022 FOR THE
POLICY PURSUED IN THE FINANCIAL YEAR 2022
6. GRANTING OF DISCHARGE TO THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD IN OFFICE IN 2022 FOR THE
SUPERVISION EXERCISED ON THE POLICY PURSUED
IN THE FINANCIAL YEAR 2022
7. REAPPOINTMENT OF MR. J. VAN DER ZOUW AS Mgmt For For
MEMBER OF THE SUPERVISORY BOARD
8. DESIGNATION OF THE MANAGEMENT BOARD AS BODY Mgmt For For
AUTHORISED TO ISSUE ORDINARY SHARES AND TO
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES
9. DESIGNATION OF THE MANAGEMENT BOARD AS BODY Mgmt For For
AUTHORISED TO RESTRICT OR EXCLUDE PRE
EMPTIVE RIGHTS WHEN ISSUING ORDINARY SHARES
10. AUTHORISATION TO REPURCHASE SHARES Mgmt For For
11. REAPPOINTMENT DELOITTE ACCOUNTANTS B.V. AS Mgmt For For
EXTERNAL AUDITOR FOR THE FINANCIAL YEAR
2024
12. ANNOUNCEMENTS AND ANY OTHER BUSINESS Non-Voting
13. CLOSING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 14 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ABCAM PLC Agenda Number: 716196490
--------------------------------------------------------------------------------------------------------------------------
Security: G0060R118
Meeting Type: OGM
Meeting Date: 11-Nov-2022
Ticker:
ISIN: GB00B6774699
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO CANCEL THE ADMISSION TO TRADING ON AIM Mgmt For For
OF ORDINARY SHARES AND AUTHORISE THE
DIRECTORS TO TAKE ALL ACTION TO EFFECT SUCH
CANCELLATION
CMMT 18 OCT 2022: PLEASE NOTE THAT THE MEETING Non-Voting
TYPE CHANGED FROM EGM TO OGM. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ABCAM PLC Agenda Number: 935820868
--------------------------------------------------------------------------------------------------------------------------
Security: 000380204
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ABCM
ISIN: US0003802040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To receive and adopt the reports of the Mgmt For For
directors and the financial statements for
the period ended 31 December 2022, together
with the Independent Auditor's Report.
2. To approve the Annual Report on Directors' Mgmt For For
Remuneration for the period ended 31
December 2022.
3. To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditor.
4. To authorise the Audit and Risk Committee Mgmt For For
to fix the auditor's remuneration.
5. To re-elect Peter Allen as a Director of Mgmt For For
the Company.
6. To re-elect Alan Hirzel as a Director of Mgmt For For
the Company.
7. To re- elect Michael Baldock as a Director Mgmt For For
of the Company.
8. To re-elect Mara Aspinall as a Director of Mgmt For For
the Company.
9. To re-elect Giles Kerr as a Director of the Mgmt For For
Company.
10. To re-elect Mark Capone as a Director of Mgmt For For
the Company.
11. To re-elect Sally W Crawford as a Director Mgmt For For
of the Company.
12. To re-elect Bessie Lee as a Director of the Mgmt For For
Company.
13. To elect Luba Greenwood as a Director of Mgmt For For
the Company.
14. To authorise the Directors to allot shares. Mgmt For For
15. To authorise the Directors to allot equity Mgmt For For
securities on a non- pre-emptive basis.
16. To authorise the Directors to allot Mgmt For For
additional securities on a non-pre-emptive
basis in connection with a transaction.
17. To adopt the draft articles of association Mgmt For For
attached to the Notice of General Meeting
as Appendix A as the articles of
association of the Company in substitution
for, and to the exclusion of, the Company's
existing articles of association, to take
effect immediately after the close of the
General Meeting.
18. To approve the proposed form of Share Mgmt For For
Repurchase Contracts and Counterparties.
--------------------------------------------------------------------------------------------------------------------------
ACCTON TECHNOLOGY CORPORATION Agenda Number: 717241804
--------------------------------------------------------------------------------------------------------------------------
Security: Y0002S109
Meeting Type: AGM
Meeting Date: 15-Jun-2023
Ticker:
ISIN: TW0002345006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 BUSINESS REPORT AND FINANCIAL Mgmt For For
STATEMENT
2 2022 PROFIT DISTRIBUTION PROPOSAL. PROPOSED Mgmt For For
CASH DIVIDEND: TWD 7.5 PER SHARE
3 AMENDMENTS TO THE ARTICLES OF ASSOCIATION Mgmt For For
OF THE COMPANY.
4 AMENDMENTS TO THE PROCEDURES FOR Mgmt For For
ACQUISITION AND DISPOSAL OF ASSETS OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
ALFEN N.V. Agenda Number: 716153565
--------------------------------------------------------------------------------------------------------------------------
Security: N0227W101
Meeting Type: EGM
Meeting Date: 21-Nov-2022
Ticker:
ISIN: NL0012817175
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. OPENING Non-Voting
2. CHANGE TO THE SUPERVISORY BOARD: PROPOSAL Mgmt For For
TO APPOINT MS. JEANINE VAN DER VLIST AS
MEMBER OF THE SUPERVISORY BOARD
3. CLOSING Non-Voting
CMMT 10 OCT 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE. THANK YOU.
CMMT 10 OCT 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ALTEN Agenda Number: 717288799
--------------------------------------------------------------------------------------------------------------------------
Security: F02626103
Meeting Type: MIX
Meeting Date: 30-Jun-2023
Ticker:
ISIN: FR0000071946
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
1 APPROVAL OF THE ANNUAL FINANCIAL STATEMENTS Mgmt For For
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2022 - APPROVAL OF NON-TAX DEDUCTIBLE
EXPENSES AND CHARGES
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022
3 ALLOCATION OF EARNINGS AND DETERMINATION OF Mgmt For For
THE DIVIDEND
4 SPECIAL REPORT OF THE STATUTORY AUDITORS ON Mgmt For For
RELATED-PARTY AGREEMENTS AND
ACKNOWLEDGEMENT OF THE ABSENCE OF A NEW
AGREEMENT
5 REAPPOINTMENT OF MRS EMILY AZOULAY AS Mgmt For For
DIRECTOR
6 RATIFICATION OF THE APPOINTMENT BY THE Mgmt For For
BOARD OF DIRECTORS OF MR JEAN-PHILIPPE
COLLIN AS DIRECTOR
7 APPROVAL OF THE 2023 REMUNERATION POLICY Mgmt For For
FOR COMPANY DIRECTORS
8 APPROVAL OF THE 2023 REMUNERATION POLICY Mgmt For For
FOR THE CHAIRMAN AND CHIEF EXECUTIVE
OFFICER
9 APPROVAL OF THE 2023 REMUNERATION POLICY Mgmt For For
FOR THE DEPUTY CHIEF EXECUTIVE OFFICER
10 APPROVAL OF THE INFORMATION REFERRED TO IN Mgmt For For
I OF ARTICLE L. 22-10-9 OF THE FRENCH
COMMERCIAL CODE
11 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS MAKING UP THE TOTAL
REMUNERATION AND BENEFITS OF ANY KIND PAID
OR AWARDED TO MR SIMON AZOULAY, CHAIRMAN
AND CHIEF EXECUTIVE OFFICER, FOR OR IN THE
COURSE OF THE LAST FINANCIAL YEAR
12 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For
EXCEPTIONAL COMPONENTS MAKING UP THE TOTAL
REMUNERATION AND BENEFITS OF ANY KIND PAID
OR AWARDED TO MR GERALD ATTIA, DEPUTY CHIEF
EXECUTIVE OFFICER, FOR OR IN THE COURSE OF
THE LAST FINANCIAL YEAR
13 AUTHORISATION TO BE GIVEN TO THE BOARD OF Mgmt For For
DIRECTORS TO ALLOW THE COMPANY TO
REPURCHASE ITS OWN SHARES AS PROVIDED FOR
BY ARTICLE L. 22-10-62 OF THE FRENCH
COMMERCIAL CODE, DURATION OF AUTHORISATION,
PURPOSES, CONDITIONS, CEILING, AND
SUSPENSION DURING PUBLIC OFFERS
14 AUTHORISATION TO CANCEL THE SHARES Mgmt For For
REPURCHASED BY THE COMPANY AS PROVIDED FOR
BY ARTICLE L. 22-10-62 OF THE FRENCH
COMMERCIAL CODE
15 DELEGATION TO INCREASE THE SHARE CAPITAL Mgmt For For
THROUGH THE CAPITALISATION OF RESERVES,
EARNINGS AND/OR PREMIUMS
16 DELEGATION TO ISSUE ORDINARY SHARES Mgmt For For
CONFERRING A RIGHT, IF APPLICABLE, TO
ORDINARY SHARES OR THE ALLOTMENT OF DEBT
SECURITIES (IN THE COMPANY OR A COMPANY OF
THE GROUP) AND/OR OTHER SECURITIES
CONFERRING A RIGHT IN THE SHARE CAPITAL (IN
THE COMPANY OR A COMPANY OF THE GROUP) WITH
PRE-EMPTIVE SUBSCRIPTION RIGHTS
17 DELEGATION TO ISSUE SHARES CONFERRING A Mgmt For For
RIGHT TO ORDINARY SHARES OR TO DEBT
SECURITIES AND/OR OTHER SECURITIES
CONFERRING A RIGHT TO THE SHARE CAPITAL,
WITH CANCELLATION OF PRE-EMPTIVE
SUBSCRIPTION RIGHTS AND A MANDATORY
PRIORITY PERIOD, VIA A PUBLIC OFFER, AND/OR
AS PAYMENT FOR SECURITIES AS PART OF A
PUBLIC EXCHANGE OFFER
18 DELEGATION TO ISSUE DEBT SECURITIES Mgmt For For
CONFERRING A RIGHT IN THE SHARE CAPITAL,
WITH CANCELLATION OF PRE-EMPTIVE
SUBSCRIPTION RIGHTS, VIA A PUBLIC OFFER
(EXCLUDING OFFERS WITHIN THE MEANING OF
ARTICLE L. 411-2 SECTION I OF THE FRENCH
MONETARY AND FINANCIAL CODE)
19 DELEGATION TO ISSUE SHARES GRANTING ACCESS Mgmt For For
TO ORDINARY SHARES OR TO DEBT SECURITIES
AND/OR OTHER SECURITIES CONFERRING A RIGHT
IN THE SHARE CAPITAL, WITH CANCELLATION OF
PRE-EMPTIVE SUBSCRIPTION RIGHTS, VIA AN
OFFER WITHIN THE MEANING OF ARTICLE L.
411-2 SECTION I OF THE FRENCH MONETARY AND
FINANCIAL CODE
20 DELEGATION TO ISSUE DEBT SECURITIES Mgmt For For
CONFERRING A RIGHT IN THE SHARE CAPITAL,
WITH CANCELLATION OF PRE-EMPTIVE
SUBSCRIPTION RIGHTS, VIA AN OFFER WITHIN
THE MEANING OF ARTICLE L. 411-2 SECTION I
OF THE FRENCH MONETARY AND FINANCIAL CODE
21 AUTHORISATION, IN THE EVENT OF AN ISSUE Mgmt For For
WITH CANCELLATION OF PREFERENTIAL
SUBSCRIPTION RIGHTS, TO SET THE ISSUE PRICE
WITHIN THE LIMIT OF 10% OF THE SHARE
CAPITAL PER YEAR, UNDER THE CONDITIONS
DETERMINED BY THE MEETING
22 AUTHORISATION TO INCREASE THE AMOUNT OF THE Mgmt For For
ISSUES AND SUSPENSION DURING PUBLIC OFFERS
23 DELEGATION TO INCREASE THE SHARE CAPITAL BY Mgmt For For
ISSUING ORDINARY SHARES AND/OR SECURITIES
CONFERRING A RIGHT TO SHARES WITHIN THE
LIMIT OF 5% OF THE SHARE CAPITAL, IN
CONSIDERATION OF CONTRIBUTIONS IN KIND
CONSISTING OF SHARES OR SECURITIES
CONFERRING A RIGHT TO THE CAPITAL
24 OVERALL LIMIT OF DELEGATION CEILINGS Mgmt For For
PROVIDED FOR UNDER THE 17TH, 18TH, 19TH,
20TH AND 23TH RESOLUTIONS OF THIS MEETING
25 DELEGATION TO INCREASE THE CAPITAL BY Mgmt For For
ISSUING ORDINARY SHARES AND/OR SECURITIES
CONFERRING A RIGHT TO THE CAPITAL WITH
CANCELLATION OF PREFERENTIAL SUBSCRIPTION
RIGHTS, TO THE BENEFIT OF THOSE BELONGING
TO A COMPANY SAVINGS PLAN, IN ACCORDANCE
WITH ARTICLES L. 3332-18 ET SEQ. OF THE
FRENCH LABOUR CODE
26 AUTHORISATION TO ALLOCATE FREE SHARES Mgmt For For
CURRENTLY EXISTING AND/OR TO BE ISSUED TO
THE SALARIED EMPLOYEES OF THE COMPANY
(EXCLUDING CORPORATE OFFICERS), OR OF
COMPANIES OR ECONOMIC INTEREST GROUPS
RELATED TO THE COMPANY, WAIVER BY
SHAREHOLDERS OF THEIR PRE-EMPTIVE
SUBSCRIPTION RIGHTS
27 POWERS FOR FORMALITIES Mgmt For For
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0522/202305222301984
.pdf
--------------------------------------------------------------------------------------------------------------------------
ANDRITZ AG Agenda Number: 716728829
--------------------------------------------------------------------------------------------------------------------------
Security: A11123105
Meeting Type: OGM
Meeting Date: 29-Mar-2023
Ticker:
ISIN: AT0000730007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 PRESENTATION OF ANNUAL REPORTS Non-Voting
2 APPROVAL OF USAGE OF EARNINGS Mgmt For For
3 DISCHARGE OF MANAGEMENT BOARD Mgmt For For
4 DISCHARGE OF SUPERVISORY BOARD Mgmt For For
5 APPROVAL OF REMUNERATION FOR SUPERVISORY Mgmt For For
BOARD
6 ELECTION OF EXTERNAL AUDITOR Mgmt For For
7 APPROVAL REMUNERATION REPORT Mgmt For For
8 APPROVAL OF BUYBACK AND USAGE OF OWN SHARES Mgmt For For
9 AMENDMENT OF ARTICLES PAR. 3 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ARC RESOURCES LTD. Agenda Number: 935807416
--------------------------------------------------------------------------------------------------------------------------
Security: 00208D408
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: AETUF
ISIN: CA00208D4084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Harold N. Kvisle Mgmt For For
Farhad Ahrabi Mgmt For For
Carol T. Banducci Mgmt For For
David R. Collyer Mgmt For For
William J. McAdam Mgmt For For
Michael G. McAllister Mgmt For For
Marty L. Proctor Mgmt For For
M. Jacqueline Sheppard Mgmt For For
L. van Leeuwen-Atkins Mgmt For For
Terry M. Anderson Mgmt For For
2 To appoint PricewaterhouseCoopers LLP Mgmt For For
(PwC), Chartered Accountants, as auditors
to hold office until the close of the next
annual meeting of the Corporation, at such
remuneration as may be determined by the
board of directors of the Corporation.
3 A resolution to approve the Corporation's Mgmt For For
Advisory Vote on Executive Compensation.
--------------------------------------------------------------------------------------------------------------------------
ARCOS DORADOS HOLDINGS INC Agenda Number: 935822622
--------------------------------------------------------------------------------------------------------------------------
Security: G0457F107
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: ARCO
ISIN: VGG0457F1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Consideration and approval of the Financial Mgmt For For
Statements of the Company corresponding to
the fiscal year ended December 31, 2022,
the Independent Report of the External
Auditors EY (Pistrelli, Henry Martin y
Asociados S.R.L., member firm of Ernst &
Young Global), and the Notes corresponding
to the fiscal year ended December 31, 2022.
2. Appointment and remuneration of EY Mgmt For For
(Pistrelli, Henry Martin y Asociados
S.R.L., member firm of Ernst & Young
Global), as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
3. DIRECTOR
Mr. Michael Chu Mgmt For For
Mr. Jose Alberto Velez Mgmt For For
Mr. Jose Fernandez Mgmt For For
Ms. Karla Berman Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ARITZIA INC. Agenda Number: 935665743
--------------------------------------------------------------------------------------------------------------------------
Security: 04045U102
Meeting Type: Annual
Meeting Date: 06-Jul-2022
Ticker: ATZAF
ISIN: CA04045U1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Brian Hill Mgmt For For
Jennifer Wong Mgmt For For
Aldo Bensadoun Mgmt For For
John E. Currie Mgmt For For
Daniel Habashi Mgmt For For
David Labistour Mgmt For For
John Montalbano Mgmt For For
Marni Payne Mgmt For For
Glen Senk Mgmt For For
Marcia Smith Mgmt For For
2 Appointment of PricewaterhouseCoopers LLP Mgmt For For
as Auditor of the Company for the ensuing
year and authorizing the Directors to fix
their remuneration.
--------------------------------------------------------------------------------------------------------------------------
BANK OF IRELAND GROUP PLC Agenda Number: 717081424
--------------------------------------------------------------------------------------------------------------------------
Security: G0756R109
Meeting Type: AGM
Meeting Date: 23-May-2023
Ticker:
ISIN: IE00BD1RP616
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 TO RECEIVE AND CONSIDER THE COMPANYS Mgmt Take No Action
FINANCIAL STATEMENTS, THE REPORT OF THE
DIRECTORS AND THE AUDITORS REPORT FOR THE
YEAR ENDED 31 DECEMBER 2022
2 TO DECLARE A DIVIDEND Mgmt Take No Action
3.A TO ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MYLES O GRADY
3.B TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: GILES ANDREWS
3.C TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: EVELYN BOURKE
3.D TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: IAN BUCHANAN
3.E TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: EILEEN FITZPATRICK
3.F TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: RICHARD GOULDING
3.G TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MICHELE GREENE
3.H TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: PATRICK KENNEDY
3.I TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: FIONA MULDOON
3.J TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: STEVE PATEMAN
3.K TO RE-ELECT THE FOLLOWING DIRECTOR, BY Mgmt Take No Action
SEPARATE RESOLUTION: MARK SPAIN
4 TO CONSIDER THE CONTINUATION IN OFFICE OF Mgmt Take No Action
KPMG AS AUDITOR OF THE COMPANY
5 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt Take No Action
REMUNERATION OF THE AUDITOR
6 TO AUTHORISE THE DIRECTORS TO CONVENE AN Mgmt Take No Action
EGM BY 14 DAYS CLEAR NOTICE
7 TO CONSIDER THE REPORT ON DIRECTORS Mgmt Take No Action
REMUNERATION FOR THE YEAR ENDED 31 DECEMBER
2022
8 TO RECEIVE AND CONSIDER THE 2022 DIRECTORS Mgmt Take No Action
REMUNERATION POLICY
9 TO AUTHORISE PURCHASES OF ORDINARY SHARES Mgmt Take No Action
BY THE COMPANY OR SUBSIDIARIES
10 TO AUTHORISE THE DIRECTORS TO ISSUE Mgmt Take No Action
ORDINARY SHARES
11 TO RENEW THE DIRECTORS AUTHORITY TO ISSUE Mgmt Take No Action
ORDINARY SHARES ON A NON-PRE-EMPTIVE BASIS
FOR CASH
12 TO APPROVE THE DIRECTORS ADDITIONAL Mgmt Take No Action
AUTHORITY TO ISSUE ORDINARY SHARES ON A
NON-PREEMPTIVE BASIS FOR CASH IN THE CASE
OF AN ACQUISITION OR SPECIFIED CAPITAL
INVESTMENT
13 TO AUTHORISE THE DIRECTORS TO ISSUE Mgmt Take No Action
CONTINGENT EQUITY CONVERSION NOTES, AND
ORDINARY SHARES ON THE CONVERSION OF SUCH
NOTES
14 TO AUTHORISE THE DIRECTORS TO ISSUE FOR Mgmt Take No Action
CASH ON A NON-PRE-EMPTIVE BASIS, CONTINGENT
EQUITY CONVERSION NOTES, AND ORDINARY
SHARES ON THE CONVERSION OF SUCH NOTES
CMMT 21 APR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 21 APR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 21 APR 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 15 MAY 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS AND
MODIFICATION OF TEXT OF RESOLUTION 8. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 04 MAY 2023: EUROCLEAR BANK, AS THE IRISH Non-Voting
ISSUER CSD, HAS CONFIRMED THAT A MEETING
ATTENDANCE REQUEST TO ATTEND ONLY IS NOT AN
OPTION THEY SUPPORT. IF YOU REQUEST A
MEETING ATTENDANCE, YOU MUST DO SO WITH
VOTING RIGHTS SO YOU CAN REPRESENT AND VOTE
THESE SHARES AT THE MEETING. ANY REQUESTS
TO ATTEND ONLY WILL BE REJECTED BY
EUROCLEAR BANK
--------------------------------------------------------------------------------------------------------------------------
BAYCURRENT CONSULTING,INC. Agenda Number: 717218247
--------------------------------------------------------------------------------------------------------------------------
Security: J0433F103
Meeting Type: AGM
Meeting Date: 26-May-2023
Ticker:
ISIN: JP3835250006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Increase the Board of Mgmt For For
Directors Size, Transition to a Company
with Supervisory Committee, Allow the Board
of Directors to Authorize Appropriation of
Surplus and Purchase Own Shares
3.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Abe, Yoshiyuki
3.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Ikehira,
Kentaro
3.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Nakamura,
Kosuke
3.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Shoji,
Toshimune
3.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Sato, Shintaro
4.1 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Okuyama,
Yoshitaka
4.2 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Kasuya,
Yuichiro
4.3 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Fujimoto,
Tetsuya
4.4 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Midorikawa,
Yoshie
5 Approve Details of the Compensation to be Mgmt For For
received by Directors (Excluding Directors
who are Audit and Supervisory Committee
Members)
6 Approve Details of the Restricted-Stock Mgmt For For
Compensation to be received by Directors
(Excluding Outside Directors and Directors
who are Audit and Supervisory Committee
Members)
7 Approve Details of the Compensation to be Mgmt For For
received by Directors who are Audit and
Supervisory Committee Members
--------------------------------------------------------------------------------------------------------------------------
BLOOMBERRY RESORTS CORPORATION Agenda Number: 716757921
--------------------------------------------------------------------------------------------------------------------------
Security: Y0927M104
Meeting Type: AGM
Meeting Date: 20-Apr-2023
Ticker:
ISIN: PHY0927M1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 CALL TO ORDER Mgmt For For
2 DETERMINATION OF EXISTENCE OF QUORUM Mgmt For For
3 APPROVAL OF THE MINUTES OF THE ANNUAL Mgmt For For
STOCKHOLDERS MEETING HELD ON 21 APRIL 2022
4 REPORT OF THE CHAIRMAN AND CEO Mgmt For For
5 APPROVAL OF THE AUDITED FINANCIAL Mgmt For For
STATEMENTS FOR 2022
6 RATIFICATION OF ALL ACTS, CONTRACTS, Mgmt For For
INVESTMENTS AND RESOLUTIONS OF THE BOARD OF
DIRECTORS AND MANAGEMENT SINCE THE LAST
ANNUAL STOCKHOLDERS MEETING
7 ELECTION OF DIRECTOR: ENRIQUE K. RAZON, JR Mgmt For For
8 ELECTION OF DIRECTOR: JOSE EDUARDO J. Mgmt For For
ALARILLA
9 ELECTION OF DIRECTOR: DONATO C. ALMEDA Mgmt For For
10 ELECTION OF DIRECTOR: THOMAS ARASI Mgmt For For
11 ELECTION OF DIRECTOR: CHRISTIAN R. GONZALEZ Mgmt For For
12 ELECTION OF DIRECTOR: OCTAVIO VICTOR R. Mgmt For For
ESPIRITU (INDEPENDENT DIRECTOR)
13 ELECTION OF DIRECTOR: DIOSDADO M. PERALTA Mgmt For For
(INDEPENDENT DIRECTOR)
14 APPOINTMENT OF THE EXTERNAL AUDITOR: SGV Mgmt For For
AND CO
15 OTHER MATTERS Mgmt For Against
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 862133 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BRUNELLO CUCINELLI SPA Agenda Number: 716919672
--------------------------------------------------------------------------------------------------------------------------
Security: T2R05S109
Meeting Type: MIX
Meeting Date: 27-Apr-2023
Ticker:
ISIN: IT0004764699
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 874310 DUE TO RECEIVED SLATES
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
0010 FINANCIAL STATEMENTS OF THE COMPANY AS AT Mgmt For For
DECEMBER 31ST, 2022; PRESENTATION OF THE
CONSOLIDATED FINANCIAL STATEMENTS OF THE
BRUNELLO CUCINELLI GROUP AS AT DECEMBER
31ST, 2022; REPORTS OF THE DIRECTORS, OF
THE BOARD OF STATUTORY AUDITORS AND OF THE
AUDITING FIRM. PRESENTATION OF THE
CONSOLIDATED NON-FINANCIAL STATEMENT AS AT
DECEMBER 31ST, 2022, PURSUANT TO
LEGISLATIVE DECREE 254/2016. RESOLUTIONS
PERTAINING THERETO AND RESULTING THEREFROM
0020 PROPOSAL FOR THE ALLOCATION OF THE RESULTS Mgmt For For
OF THE FISCAL YEAR. RESOLUTIONS PERTAINING
THERETO AND RESULTING THEREFROM
0030 RESOLUTION PURSUANT TO ARTICLE 123-TER, Mgmt For For
PARAGRAPH 6, OF ITALIAN LEGISLATIVE DECREE
NO. 58/1998 ON THE SECOND SECTION OF THE
REPORT ON THE POLICY REGARDING REMUNERATION
AND FEES PAID PURSUANT TO ARTICLE 123-TER
OF ITALIAN LEGISLATIVE DECREE NO. 58/1998
0040 AUTHORIZATION TO PURCHASE AND DISPOSAL OF Mgmt For For
TREASURY SHARES PURSUANT TO ARTICLES 2357
AND 2357-TER OF THE ITALIAN CIVIL CODE FOR
THE PURPOSES OF THE "2022-2024 STOCK GRANT
PLAN" BASED ON THE ALLOCATION OF BRUNELLO
CUCINELLI S.P.A. ORDINARY SHARES, AFTER
REVOCATION, FOR THE PORTION NOT
IMPLEMENTED, OF THE RESOLUTION ON THE
AUTHORIZATION APPROVED BY THE ORDINARY
SHAREHOLDERS' MEETING ON APRIL 27TH, 2022
0050 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
DETERMINATION OF THE NUMBER OF MEMBERS OF
THE BOARD OF DIRECTORS
0060 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
DETERMINATION OF THE TERM OF THE BOARD OF
DIRECTORS' OFFICE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS DIRECTORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 1 OF THE 2
SLATES AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU.
007A APPOINTMENT OF THE BOARD OF DIRECTORS Shr No vote
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
APPOINTMENT OF THE MEMBERS OF THE BOARD OF
DIRECTORS. LIST PRESENTED BY FORO DELLE
ARTI S.R.L., REPRESENTING THE 50.05 PCT OF
THE SHARE CAPITAL
007B APPOINTMENT OF THE BOARD OF DIRECTORS Shr For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
APPOINTMENT OF THE MEMBERS OF THE BOARD OF
DIRECTORS. LIST PRESENTED BY A GROUP OF SGR
AND VARIOUS INSTITUTIONAL INVESTORS,
REPRESENTING TOGETHER THE 2.43 PCT OF THE
SHARE CAPITAL
0080 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
APPOINTMENT OF THE CHAIRMAN OF THE BOARD OF
DIRECTORS
0090 APPOINTMENT OF THE BOARD OF DIRECTORS Mgmt For For
PURSUANT TO ARTICLE 147-TER OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998 AND ARTICLES
13 ET SEQ. OF THE COMPANY'S BYLAWS.
DETERMINATION OF THE REMUNERATION OF THE
MEMBERS OF THE BOARD OF DIRECTORS
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
OPTIONS TO INDICATE A PREFERENCE ON THIS
RESOLUTIONS , ONLY ONE CAN BE SELECTED. THE
STANDING INSTRUCTIONS FOR THIS MEETING WILL
BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2
OPTIONS BELOW FOR RESOLUTIONS 010A AND
010B, YOUR OTHER VOTES MUST BE EITHER
AGAINST OR ABSTAIN THANK YOU.
010A APPOINTMENT OF THE BOARD OF STATUTORY Shr Against
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. APPOINTMENT OF THREE
STATUTORY AUDITORS AND TWO ALTERNATE
AUDITORS. LIST PRESENTED BY FORO DELLE ARTI
S.R.L., REPRESENTING THE 50.05 PCT OF THE
SHARE CAPITAL
010B APPOINTMENT OF THE BOARD OF STATUTORY Shr For
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. APPOINTMENT OF THREE
STATUTORY AUDITORS AND TWO ALTERNATE
AUDITORS. LIST PRESENTED BY A GROUP OF SGR
AND VARIOUS INSTITUTIONAL INVESTORS,
REPRESENTING TOGETHER THE 2.43 PCT OF THE
SHARE CAPITAL
0110 APPOINTMENT OF THE BOARD OF STATUTORY Mgmt For For
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. APPOINTMENT OF THE
PRESIDENT OF THE BOARD OF STATUTORY
AUDITORS
0120 APPOINTMENT OF THE BOARD OF STATUTORY Mgmt For For
AUDITORS PURSUANT TO ARTICLE 148 OF ITALIAN
LEGISLATIVE DECREE NO. 58/1998, ARTICLES
144-QUINQUIES ET SEQ. OF THE CONSOB
REGULATION NO. 11971/1999 (ISSUERS'
REGULATION) AND ARTICLES 20 ET SEQ. OF THE
COMPANY'S BYLAWS. DETERMINATION OF THE
REMUNERATION OF THE STATUTORY AUDITORS
0130 PROPOSAL TO AMEND ARTICLE 6 OF THE Mgmt For For
COMPANY'S BYLAWS CONCERNING THE
INTRODUCTION OF THE ATTRIBUTION OF THE
INCREASED VOTING RIGHTS. RESOLUTIONS
PERTAINING THERETO AND RESULTING THEREFROM
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
CAMPUS ACTIVEWEAR LIMITED Agenda Number: 716239810
--------------------------------------------------------------------------------------------------------------------------
Security: Y1080S128
Meeting Type: AGM
Meeting Date: 18-Nov-2022
Ticker:
ISIN: INE278Y01022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLVED THAT THE REVISED AUDITED Mgmt For For
(STANDALONE AND CONSOLIDATED) FINANCIAL
STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED 31ST MARCH, 2022 TOGETHER WITH
THE REPORTS OF THE AUDITORS AND BOARD OF
DIRECTORS THEREON AS CIRCULATED TO THE
MEMBERS BE AND ARE HEREBY RECEIVED,
CONSIDERED AND ADOPTED
2 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For
PROVISIONS OF SECTION 152 AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT,
2013, MR. NIKHIL AGGARWAL (DIN: 01877186),
WHO RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT, BE AND
IS HEREBY REAPPOINTED AS A DIRECTOR OF THE
COMPANY, LIABLE TO RETIRE BY ROTATION
3 ALTERATION OF THE ARTICLES OF ASSOCIATION Mgmt For For
OF THE COMPANY
4 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') OF THE COMPANY
5 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 ('ESOP
2021') TO THE EMPLOYEES OF THE SUBSIDIARY
COMPANY
6 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021')
7 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - SPECIAL
GRANT ('SPECIAL GRANT 2021') TO THE
EMPLOYEES OF THE SUBSIDIARY COMPANY
8 APPROVAL OF VARIATION IN TERMS OF CAMPUS Mgmt For For
ACTIVEWEAR LIMITED EMPLOYEE STOCK OPTION
PLAN 2021- VISION POOL
9 RATIFICATION OF CAMPUS ACTIVEWEAR LIMITED Mgmt For For
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021'
10 RATIFICATION AND APPROVAL TO EXTEND THE Mgmt For For
BENEFITS OF CAMPUS ACTIVEWEAR LIMITED
EMPLOYEE STOCK OPTION PLAN 2021 - VISION
POOL ('VISION POOL 2021') TO THE EMPLOYEES
OF THE SUBSIDIARY COMPANY
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 935778677
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: CX
ISIN: US1512908898
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PRESENTATION OF THE CHIEF EXECUTIVE Mgmt For For
OFFICER'S REPORT, INCLUDING CEMEX'S
FINANCIAL STATEMENTS, RESULTS OF
OPERATIONS, REPORT OF CASH FLOW AND
VARIATIONS OF CAPITAL STOCK, AND
PRESENTATION OF THE BOARD OF DIRECTORS'
REPORT, FOR THE FISCAL YEAR 2022, AS
REQUIRED BY THE MEXICAN SECURITIES MARKET
LAW (LEY DEL MERCADO DE VALORES); AND,
AFTER HEARING THE OPINION OF THE BOARD OF
DIRECTORS AS TO THE REPORTS BY THE CHIEF
EXECUTIVE OFFICER, THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY
...(due to space limits, see proxy material
for full proposal).
2 PROPOSAL OF ALLOCATION OF PROFITS FOR THE Mgmt For For
FISCAL YEAR ENDED DECEMBER 31, 2022.
3 PRESENTATION OF THE BOARD OF DIRECTORS' Mgmt For For
REPORT ON THE PROCEDURES AND APPROVALS
PURSUANT TO WHICH THE REPURCHASE OF CEMEX'S
SHARES WAS INSTRUCTED FOR THE 2022 FISCAL
YEAR.
4 THE PROPOSAL TO DETERMINE THE AMOUNT OF A Mgmt For For
RESERVE FOR THE ACQUISITION OF CEMEX'S
SHARES OR OTHER INSTRUMENTS REPRESENTING
SUCH SHARES.
5 PROPOSALS TO DECREASE THE CAPITAL STOCK IN Mgmt For For
ITS VARIABLE PART BY CANCELING THE CEMEX
SHARES REPURCHASED IN 2022 UNDER CEMEX'S
SHARE REPURCHASE PROGRAM.
6A Election to the Board of Director: Rogelio Mgmt For
Zambrano Lozano (as Chairman)
6B Election to the Board of Director: Fernando Mgmt For
A. Gonzalez Olivieri (as Member)
6C Election to the Board of Director: Marcelo Mgmt For
Zambrano Lozano (as Member)
6D Election to the Board of Director: Armando Mgmt For
J. Garcia Segovia (as Member)
6E Election to the Board of Director: Rodolfo Mgmt For
Garcia Muriel (as Member)
6F Election to the Board of Director: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
6G Election to the Board of Director: Armando Mgmt Abstain
Garza Sada (as Member)
6H Election to the Board of Director: David Mgmt For
Martinez Guzman (as Member)
6I Election to the Board of Director: Everardo Mgmt For
Elizondo Almaguer (as Member)
6J Election to the Board of Director: Ramiro Mgmt For
Gerardo Villarreal Morales (as Member)
6K Election to the Board of Director: Gabriel Mgmt For
Jaramillo Sanint (as Member)
6L Election to the Board of Director: Isabel Mgmt For
Maria Aguilera Navarro (as Member)
6M Election to the Board of Director: Maria de Mgmt For
Lourdes Melgar Palacios (as Member)
6N Election to the Board of Director: Roger Mgmt For
Saldana Madero (as Secretary)
7A APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Everardo Elizondo Almaguer (as President)
7B APPOINTMENT TO THE AUDIT COMMITTEE: Mgmt For
Francisco Javier Fernandez Carbajal (as
Member)
7C APPOINTMENT TO THE AUDIT COMMITTEE: Gabriel Mgmt For
Jaramillo Sanint (as Member)
7D APPOINTMENT TO THE AUDIT COMMITTEE: Roger Mgmt For
Saldana Madero (as Secretary)
8A APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Francisco Javier
Fernandez Carbajal (as President)
8B APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Rodolfo Garcia Muriel
(as Member)
8C APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Armando Garza Sada (as
Member)
8D APPOINTMENT TO THE CORPORATE PRACTICES AND Mgmt For
FINANCE COMMITTEE: Roger Saldana Madero (as
Secretary)
9A APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Armando J. Garcia Segovia (as
President)
9B APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Marcelo Zambrano Lozano (as
Member)
9C APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Isabel Maria Aguilera Navarro
(as Member)
9D APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Maria de Lourdes Melgar Palacios
(as Member)
9E APPOINTMENT TO THE SUSTAINABILITY, CLIMATE Mgmt For
ACTION, SOCIAL IMPACT, AND DIVERSITY
COMMITTEE: Roger Saldana Madero (as
Secretary)
10 COMPENSATION OF THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS AND OF THE AUDIT, CORPORATE
PRACTICES AND FINANCE, AND SUSTAINABILITY,
CLIMATE ACTION, SOCIAL IMPACT, AND
DIVERSITY COMMITTEES.
11 APPOINTMENT OF DELEGATES TO FORMALIZE THE Mgmt For For
RESOLUTIONS ADOPTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
CIE AUTOMOTIVE SA Agenda Number: 716899298
--------------------------------------------------------------------------------------------------------------------------
Security: E21245118
Meeting Type: OGM
Meeting Date: 04-May-2023
Ticker:
ISIN: ES0105630315
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 EXAMINATION AND APPROVAL, IF APPLICABLE, OF Mgmt For For
THE ANNUAL ACCOUNTS OF CIE AUTOMOTIVE, S.A.
AND MANAGEMENT REPORT, AND THE ANNUAL
ACCOUNTS AND MANAGEMENT REPORT OF ITS
CONSOLIDATED GROUP OF COMPANIES,
CORRESPONDING TO THE FINANCIAL YEAR 2022
2 APPROVAL OF THE MANAGEMENT OF THE BOARD OF Mgmt For For
DIRECTORS
3 APPROVAL OF THE PROPOSED APPLICATION OF THE Mgmt For For
RESULT CORRESPONDING TO THE FINANCIAL YEAR
2022
4 EXAMINATION AND APPROVAL OF THE Mgmt For For
CONSOLIDATED NON FINANCIAL INFORMATION
STATEMENT OF CIE AUTOMOTIVE S.A. AND ITS
SUBSIDIARIES, CORRESPONDING TO THE YEAR
2022
5 LEAVING WITHOUT EFFECT THE AUTHORIZATION Mgmt For For
GRANTED BY THE GENERAL SHAREHOLDERS MEETING
OF 28 APRIL 2022, AUTHORIZATION TO THE
BOARD OF DIRECTORS TO PROCEED WITH THE
DERIVATIVE ACQUISITION OF OWN SHARES,
DIRECTLY OR THROUGH GROUP COMPANIES, IN
ACCORDANCE WITH ARTICLES 146 AND 509 OF THE
CAPITAL COMPANIES LAW , REDUCTION OF THE
SHARE CAPITAL TO AMORTIZE OWN SHARES,
DELEGATING TO THE BOARD THE NECESSARY
POWERS FOR ITS EXECUTION
6 RATIFICATION AND APPOINTMENT OF MRS. ABANTI Mgmt For For
SANKARANARAYANAN AS A MEMBER OF THE
COMPANY'S BOARD OF DIRECTORS, AS
PROPRIETARY DIRECTOR
7 APPROVAL OF A NEW REMUNERATION POLICY OF Mgmt For For
THE COMPANY FOR THE CURRENT YEAR AND THE
PERIOD 2024 2026
8 APPROVAL OF MODIFICATIONS TO THE TERMS OF Mgmt For For
THE LONG TERM VARIABLE REMUNERATION LINKED
TO THE EVOLUTION OF THE SHARE OF WHICH THE
CEO IS THE BENEFICIARY
9 ESTABLISHMENT OF THE MAXIMUM IMPORT OF THE Mgmt For For
REMUNERATION OF DIRECTORS IN THEIR CAPACITY
AS SHORT TERM DIRECTORS FOR THE CURRENT
FISCAL YEAR
10 SUBMISSION OF THE ANNUAL REPORT ON THE Mgmt For For
REMUNERATION OF THE DIRECTORS OF CIE
AUTOMOTIVE, S.A. TO THE GENERAL MEETING OF
SHAREHOLDERS WITH A CONSULTATIVE CHARACTER
11 DELEGATION OF POWERS FOR THE EXECUTION OF Mgmt For For
THE PREVIOUS AGREEMENTS
12 APPROVAL OF THE MINUTES OF THE MEETING Mgmt For For
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 05 MAY 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
CORPORACION INMOBILIARIA VESTA SAB DE CV Agenda Number: 716778519
--------------------------------------------------------------------------------------------------------------------------
Security: P9781N108
Meeting Type: AGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: MX01VE0M0003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVE CEOS REPORT Mgmt For For
2 APPROVE BOARDS REPORT Mgmt For For
3 APPROVE REPORT OF AUDIT, CORPORATE Mgmt For For
PRACTICES, INVESTMENT, ETHICS, DEBT AND
CAPITAL, AND ENVIRONMENTAL, SOCIAL AND
CORPORATE GOVERNANCE COMMITTEES
4 RECEIVE REPORT ON ADHERENCE TO FISCAL Mgmt For For
OBLIGATIONS
5 APPROVE AUDITED AND CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
6 APPROVE CASH DIVIDENDS Mgmt For For
7 APPROVE REPORT ON SHARE REPURCHASE Mgmt For For
8 AUTHORIZE SHARE REPURCHASE RESERVE Mgmt For For
9 ELECT OR RATIFY DIRECTORS, ELECT CHAIRMEN Mgmt For For
OF AUDIT AND CORPORATE PRACTICES
COMMITTEES, AND APPROVE THEIR REMUNERATION
10 INCREASE DEBT LIMIT OF COMPANY Mgmt For For
11 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
CORPORACION INMOBILIARIA VESTA SAB DE CV Agenda Number: 716778533
--------------------------------------------------------------------------------------------------------------------------
Security: P9781N108
Meeting Type: SGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: MX01VE0M0003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 AMEND ARTICLES 2,7,8,11 AND 12 Mgmt For For
2 AUTHORIZE INCREASE IN CAPITAL VIA ISSUANCE Mgmt For For
OF SHARES WITHOUT PREEMPTIVE RIGHTS
3 APPROVE GRANTING OF POWERS Mgmt For For
4 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For
APPROVED RESOLUTIONS
CMMT 24 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
EGM TO SGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
DECHRA PHARMACEUTICALS PLC Agenda Number: 716100879
--------------------------------------------------------------------------------------------------------------------------
Security: G2769C145
Meeting Type: AGM
Meeting Date: 20-Oct-2022
Ticker:
ISIN: GB0009633180
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ACCOUNTS OF THE COMPANY FOR Mgmt For For
THE YEAR ENDED 30 JUNE 2022 TOGETHER WITH
THE STRATEGIC REPORT DIRECTORS REPORT AND
THE AUDITORS REPORT
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 30 JUNE 2022
3 TO DECLARE A FINAL DIVIDEND Mgmt For For
4 TO ELECT JOHN SHIPSEY Mgmt For For
5 TO RE-ELECT ALISON PLATT Mgmt For For
6 TO RE-ELECT IAN PAGE Mgmt For For
7 TO RE-ELECT ANTHONY GRIFFIN Mgmt For For
8 TO RE-ELECT PAUL SANDLAND Mgmt For For
9 TO RE-ELECT LISA BRIGHT Mgmt For For
10 TO RE-ELECT LAWSON MACARTNEY Mgmt For For
11 TO RE-ELECT ISHBEL MACPHERSON Mgmt For For
12 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For
EXTERNAL AUDITOR OF THE COMPANY
13 TO AUTHORISE THE AUDIT COMMITTEE TO Mgmt For For
DETERMINE THE REMUNERATION OF THE
REMUNERATION OF THE EXTERNAL AUDITOR
14 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
TO SPECIFIC LIMITS
15 TO DISAPPLY THE PRE-EMPTION RIGHTS Mgmt For For
16 TO DISAPPLY ADDITIONAL PRE-EMPTION RIGHTS Mgmt For For
17 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
18 TO AUTHORISE THE COMPANY TO HOLD ANY Mgmt For For
GENERAL MEETING OTHER THAN AN ANNUAL
GENERAL MEETING OF THE COMPANY ON NOT LESS
THAN 14 CLEAR DAYS NOTICE
--------------------------------------------------------------------------------------------------------------------------
DO & CO AG Agenda Number: 715806658
--------------------------------------------------------------------------------------------------------------------------
Security: A1447E107
Meeting Type: OGM
Meeting Date: 14-Jul-2022
Ticker:
ISIN: AT0000818802
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 PRESENTATION OF ANNUAL REPORTS Non-Voting
2 DISCHARGE OF MANAGEMENT BOARD Mgmt For For
3 DISCHARGE OF SUPERVISORY BOARD Mgmt For For
4 APPROVAL OF REMUNERATION FOR SUPERVISORY Mgmt For For
BOARD
5 ELECTION OF EXTERNAL AUDITOR Mgmt For For
6 APPROVAL REMUNERATION REPORT Mgmt For For
7 ELECTIONS TO SUPERVISORY BOARD Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DUERR AG Agenda Number: 717002733
--------------------------------------------------------------------------------------------------------------------------
Security: D23279108
Meeting Type: AGM
Meeting Date: 12-May-2023
Ticker:
ISIN: DE0005565204
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting
FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO THE MATERIAL URL SECTION
OF THE APPLICATION). IF YOU WISH TO ACT ON
THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES
DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED ON THE BALLOT
ON PROXYEDGE
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 881898 DUE TO RECEIVED UPDATED
AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 0.70 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For
FISCAL YEAR 2022
5 RATIFY DELOITTE GMBH AS AUDITORS FOR FISCAL Mgmt For For
YEAR 2023 AND FOR THE REVIEW OF INTERIM
FINANCIAL STATEMENTS FOR THE FISCAL YEAR
2023 AND THE FIRST QUARTER OF FISCAL YEAR
2024
6 ELECT MARKUS KERBER TO THE SUPERVISORY Mgmt For For
BOARD
7 APPROVE REMUNERATION REPORT Mgmt For For
8 APPROVE REMUNERATION POLICY FOR THE Mgmt For For
MANAGEMENT BOARD
9 APPROVE REMUNERATION POLICY FOR THE Mgmt For For
SUPERVISORY BOARD
10.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2025
10.2 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE VIRTUAL
ANNUAL GENERAL MEETING BY MEANS OF AUDIO
AND VIDEO TRANSMISSION
11 AUTHORIZE SHARE REPURCHASE PROGRAM AND Mgmt For For
REISSUANCE OR CANCELLATION OF REPURCHASED
SHARES
12 APPROVE ISSUANCE OF WARRANTS/BONDS WITH Mgmt For For
WARRANTS ATTACHED/CONVERTIBLE BONDS WITHOUT
PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF EUR 400 MILLION; APPROVE CREATION
OF EUR 17.7 MILLION POOL OF CAPITAL TO
GUARANTEE CONVERSION RIGHTS
13 APPROVE CREATION OF EUR 53.1 MILLION POOL Mgmt For For
OF AUTHORIZED CAPITAL WITH OR WITHOUT
EXCLUSION OF PREEMPTIVE RIGHTS
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
EBARA CORPORATION Agenda Number: 716765954
--------------------------------------------------------------------------------------------------------------------------
Security: J12600128
Meeting Type: AGM
Meeting Date: 29-Mar-2023
Ticker:
ISIN: JP3166000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Maeda, Toichi Mgmt For For
2.2 Appoint a Director Asami, Masao Mgmt For For
2.3 Appoint a Director Sawabe, Hajime Mgmt For For
2.4 Appoint a Director Oeda, Hiroshi Mgmt For For
2.5 Appoint a Director Nishiyama, Junko Mgmt For For
2.6 Appoint a Director Fujimoto, Mie Mgmt For For
2.7 Appoint a Director Kitayama, Hisae Mgmt For For
2.8 Appoint a Director Nagamine, Akihiko Mgmt For For
2.9 Appoint a Director Shimamura, Takuya Mgmt For For
2.10 Appoint a Director Koge, Teiji Mgmt For For
2.11 Appoint a Director Numagami, Tsuyoshi Mgmt For For
3 Appoint Accounting Auditors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ELMOS SEMICONDUCTOR SE Agenda Number: 717111380
--------------------------------------------------------------------------------------------------------------------------
Security: D2462G107
Meeting Type: AGM
Meeting Date: 10-May-2023
Ticker:
ISIN: DE0005677108
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF
NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR
INSTRUCTION MAY BE REJECTED.
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WPHG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL
CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting
FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO THE MATERIAL URL SECTION
OF THE APPLICATION). IF YOU WISH TO ACT ON
THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES
DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED ON THE BALLOT
ON PROXYEDGE
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting
ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH
ONLY. IF YOU WISH TO SEE THE AGENDA IN
GERMAN, THIS WILL BE MADE AVAILABLE AS A
LINK UNDER THE 'MATERIAL URL' DROPDOWN AT
THE TOP OF THE BALLOT. THE GERMAN AGENDAS
FOR ANY EXISTING OR PAST MEETINGS WILL
REMAIN IN PLACE. FOR FURTHER INFORMATION,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 880418 DUE TO RECEIVED UPDATED
AGENDA WITH SPLIT IN RESOLUTION 4 AND
RECORD DATE CHANGE FROM 18 APR 2023 TO 19
APR 2023. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS FOR FISCAL YEAR 2022
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 0.75 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For
FISCAL YEAR 2022
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER DIRK HOHEISEL FOR FISCAL YEAR 2022
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER THOMAS LEHNER FOR FISCAL YEAR 2022
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER SVEN-OLAF SCHELLENBERG FOR FISCAL
YEAR 2022
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER VOLKMAR TANNEBERGER FOR FISCAL YEAR
2022
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER KLAUS WEYER FOR FISCAL YEAR 2022
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD Mgmt For For
MEMBER GUENTER ZIMMER FOR FISCAL YEAR 2022
5 RATIFY BDO AG AS AUDITORS FOR FISCAL YEAR Mgmt For For
2023 AND FOR THE REVIEW OF INTERIM
FINANCIAL STATEMENTS FOR THE FIRST HALF OF
FISCAL YEAR 2023
6 APPROVE REMUNERATION REPORT Mgmt For For
7 APPROVE REMUNERATION POLICY Mgmt For For
8 APPROVE REMUNERATION OF SUPERVISORY BOARD Mgmt For For
9.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For
UNTIL 2028
9.2 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For
SUPERVISORY BOARD MEMBERS IN THE VIRTUAL
ANNUAL GENERAL MEETING BY MEANS OF AUDIO
AND VIDEO TRANSMISSION
9.3 AMEND ARTICLES RE: GENERAL MEETING CHAIR Mgmt For For
AND PROCEDURE
--------------------------------------------------------------------------------------------------------------------------
ENDAVA PLC Agenda Number: 935737645
--------------------------------------------------------------------------------------------------------------------------
Security: 29260V105
Meeting Type: Annual
Meeting Date: 12-Dec-2022
Ticker: DAVA
ISIN: US29260V1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 To receive and adopt the Company's annual Mgmt For For
accounts for the financial year ended 30
June 2022 and the associated reports of the
Directors and auditors (the "2022 Annual
Report and Accounts").
O2 To approve the Directors' Remuneration Mgmt For For
Report (other than the Directors'
Remuneration Policy referred to in
resolution 3 below) contained in the 2022
Annual Report and Accounts.
O3 To approve the Directors' Remuneration Mgmt For For
Policy set out on pages 90 to 103
(inclusive) within the Directors'
Remuneration Report contained in the 2022
Annual Report and Accounts, such
Remuneration Policy to take effect
immediately after the end of the AGM.
O4 To appoint PricewaterhouseCoopers LLP as Mgmt For For
the Company's auditor to act as such until
the conclusion of the next general meeting
of the Company at which the requirements of
section 437 of the Companies Act 2006 (the
"Companies Act") are complied with.
O5 To authorise the Board to determine the Mgmt For For
auditors' remuneration.
O6 To re-elect Mr. J. Cotterell as a Director. Mgmt For For
O7 To re-elect Mr. M. Thurston as a Director. Mgmt For For
O8 To re-elect Mr. A. Allan as a Director. Mgmt For For
O9 To re-elect Ms. S. Connal as a Director. Mgmt For For
O10 To re-elect Mr. B. Druskin as a Director. Mgmt For For
O11 To re-elect Mr. D. Pattillo as a Director. Mgmt For For
O12 To re-elect Mr. T. Smith as a Director. Mgmt For For
O13 To re-elect Ms. K. Hollister as a Director. Mgmt For For
O14 To authorise the Board, generally and Mgmt For For
unconditionally for the purpose of section
551 of the Companies Act to allot shares in
the Company or to grant rights to subscribe
for or to convert any security into shares
in the Company up to a maximum aggregate
nominal amount of 3,000,000 pounds for a period
expiring (unless previously renewed, varied
or revoked by the Company in a general
meeting) five years after the date on which
the resolution is passed.
S15 Subject to the passing of resolution 14, to Mgmt For For
empower the Board generally pursuant to
section 570(1) and section 573 of the
Companies Act to allot equity securities
(as defined in section 560 of the Companies
Act) for cash pursuant to the general
authority conferred on them by resolution
14 as if section 561(1) of the Companies
Act did not apply to that allotment,
provided that such power, inter alia, (i)
is limited to the allotment of equity
securities up to a maximum aggregate
nominal ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ERGOMED PLC Agenda Number: 717296037
--------------------------------------------------------------------------------------------------------------------------
Security: G3R92F103
Meeting Type: AGM
Meeting Date: 22-Jun-2023
Ticker:
ISIN: GB00BN7ZCY67
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 REAPPOINT KPMG, DUBLIN AS AUDITORS AND Mgmt For For
AUTHORISE THEIR REMUNERATION
3 ELECT ANNE WHITAKER AS DIRECTOR Mgmt For For
4 ELECT JONATHAN CURTAIN AS DIRECTOR Mgmt For For
5 RE-ELECT LLEW KELTNER AS DIRECTOR Mgmt For For
6 AUTHORISE ISSUE OF EQUITY Mgmt For For
7 AUTHORISE ISSUE OF EQUITY WITHOUT Mgmt For For
PRE-EMPTIVE RIGHTS
8 AUTHORISE ISSUE OF EQUITY WITHOUT Mgmt For For
PRE-EMPTIVE RIGHTS IN CONNECTION WITH AN
ACQUISITION OR OTHER CAPITAL INVESTMENT
--------------------------------------------------------------------------------------------------------------------------
EXCLUSIVE NETWORKS Agenda Number: 717193938
--------------------------------------------------------------------------------------------------------------------------
Security: F3R28W106
Meeting Type: MIX
Meeting Date: 08-Jun-2023
Ticker:
ISIN: FR0014005DA7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
1 APPROVE FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
AND STATUTORY REPORTS
3 APPROVE TREATMENT OF LOSSES Mgmt For For
4 APPROVE AUDITORS' SPECIAL REPORT ON Mgmt For For
RELATED-PARTY TRANSACTIONS MENTIONING THE
ABSENCE OF NEW TRANSACTIONS
5 RATIFY APPOINTMENT OF NATHALIE LOMON AS Mgmt For For
DIRECTOR FOLLOWING RESIGNATION OF NATHALIE
BUHNEMANN
6 ELECT PAUL-PHILIPPE BERNIER AS DIRECTOR Mgmt For For
7 APPROVE COMPENSATION REPORT OF CORPORATE Mgmt For For
OFFICERS
8 APPROVE COMPENSATION OF JESPER TROLLE, CEO Mgmt For For
9 APPROVE COMPENSATION OF BARBARA Mgmt For For
THORALFSSON, CHAIRWOMAN OF THE BOARD
10 APPROVE REMUNERATION POLICY OF CEO Mgmt For For
11 APPROVE REMUNERATION POLICY OF CHAIRWOMAN Mgmt For For
OF THE BOARD
12 APPROVE REMUNERATION POLICY OF Mgmt For For
NON-EXECUTIVE DIRECTORS
13 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF Mgmt For For
ISSUED SHARE CAPITAL
14 AUTHORIZE CAPITALIZATION OF RESERVES FOR Mgmt For For
BONUS ISSUE OR INCREASE IN PAR VALUE
15 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITH PREEMPTIVE
RIGHTS UP TO 50 PERCENT OF ISSUED CAPITAL
16 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE
RIGHTS UP TO 10 PERCENT OF ISSUED CAPITAL
17 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED Mgmt For For
SECURITIES FOR PRIVATE PLACEMENTS UP TO 10
PERCENT OF ISSUED CAPITAL
18 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE Mgmt For For
EVENT OF ADDITIONAL DEMAND RELATED TO
DELEGATION SUBMITTED TO SHAREHOLDER VOTE
UNDER ITEMS 15-17
19 AUTHORIZE BOARD TO SET ISSUE PRICE FOR 10 Mgmt For For
PERCENT PER YEAR OF ISSUED CAPITAL PURSUANT
TO ISSUE AUTHORITY WITHOUT PREEMPTIVE
RIGHTS
20 AUTHORIZE CAPITAL INCREASE OF UP TO 10 Mgmt For For
PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS
IN KIND
21 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS
22 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS RESERVED FOR
EMPLOYEES AND CORPORATE OFFICERS OF
INTERNATIONAL SUBSIDIARIES
23 AMEND ARTICLE 15 OF BYLAWS RE: BOARD Mgmt For For
MEETINGS
24 AUTHORIZE FILING OF REQUIRED Mgmt For For
DOCUMENTS/OTHER FORMALITIES
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0503/202305032301061
.pdf
--------------------------------------------------------------------------------------------------------------------------
FERTIGLOBE PLC Agenda Number: 716052458
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV55095
Meeting Type: AGM
Meeting Date: 29-Sep-2022
Ticker:
ISIN: AEF000901015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 06 OCT 2022. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
1 AUTHORISE THE CHAIRMAN OF THE GENERAL Mgmt For For
ASSEMBLY TO APPOINT A SECRETARY TO THE
MEETING AND A VOTE COLLECTOR
2 RATIFY THE BOARD OF DIRECTORS RESOLUTION Mgmt For For
REGARDING THE DISTRIBUTION OF A CASH
DIVIDEND OF USD 750 MILLION (EQUIVALENT TO
AED 2.75 BILLION, AMOUNTING TO
APPROXIMATELY AED 0.33 PER SHARE) FOR THE
FIRST HALF OF THE CURRENT FINANCIAL YEAR
2022
3 THE AUTHORISATION OF THE BOARD OF DIRECTORS Mgmt For For
OF THE COMPANY, AND/OR ANY PERSON SO
AUTHORISED BY THE BOARD OF DIRECTORS, TO
ADOPT ANY RESOLUTION OR TAKE ANY ACTION AS
MAY BE NECESSARY TO IMPLEMENT THE ABOVE
CMMT 08 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN MEETING TYPE FROM
OGM TO AGM. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FORTNOX AB Agenda Number: 716718931
--------------------------------------------------------------------------------------------------------------------------
Security: W3841J233
Meeting Type: AGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: SE0017161243
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1 OPEN MEETING Non-Voting
2 ELECT CHAIRMAN OF MEETING Non-Voting
3 PREPARE AND APPROVE LIST OF SHAREHOLDERS Non-Voting
4 APPROVE AGENDA OF MEETING Non-Voting
5 DESIGNATE INSPECTOR(S) OF MINUTES OF Non-Voting
MEETING
6 ACKNOWLEDGE PROPER CONVENING OF MEETING Non-Voting
7 RECEIVE CEO'S REPORT Non-Voting
8 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS
9.A ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
9.B APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF SEK 0.12 PER SHARE
9C.1 APPROVE DISCHARGE OF BOARD CHAIRMAN OLOF Mgmt For For
HALLRUP
9C.2 APPROVE DISCHARGE OF ANNA FRICK Mgmt For For
9C.3 APPROVE DISCHARGE OF LENA GLADER Mgmt For For
9C.4 APPROVE DISCHARGE OF MAGNUS GUDEHN Mgmt For For
9C.5 APPROVE DISCHARGE OF PER BERTLAND Mgmt For For
9C.6 APPROVE DISCHARGE OF ANDREAS KEMI Mgmt For For
9.C.7 APPROVE DISCHARGE CEO OF TOMMY EKLUND Mgmt For For
10.1 DETERMINE NUMBER OF MEMBERS (5) AND DEPUTY Mgmt For For
MEMBERS (0) OF BOARD
10.2 DETERMINE NUMBER OF AUDITORS (1) Mgmt For For
11.1 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AMOUNT OF SEK 720,000 TO CHAIRMAN AND
310,000 TO OTHER DIRECTORS; APPROVE
REMUNERATION FOR COMMITTEE WORK
11.2 APPROVE REMUNERATION OF AUDITORS Mgmt For For
12.1 REELECT ANNA FRICK AS DIRECTOR Mgmt For For
12.2 REELECT MAGNUS GUDEHN AS DIRECTOR Mgmt For For
12.3 REELECT OLOF HALLRUP AS DIRECTOR Mgmt For For
12.4 REELECT OLOF HALLRUP AS BOARD CHAIR Mgmt For For
12.5 REELECT LENA GLADER AS DIRECTOR Mgmt For For
12.6 REELECT PER BERTLAND AS DIRECTOR Mgmt For For
12.7 RATIFY KPMG AS AUDITORS Mgmt For For
13 AUTHORIZE CHAIRMAN OF THE BOARD AND Mgmt For For
REPRESENTATIVES OF THREE OF COMPANY'S
LARGEST SHAREHOLDERS TO SERVE ON NOMINATING
COMMITTEE
14 APPROVE REMUNERATION REPORT Mgmt For For
15.A APPROVE SHARE SAVINGS PROGRAM 2023 Mgmt For For
15.B APPROVE EQUITY PLAN FINANCING THROUGH Mgmt For For
REPURCHASE OF OWN SHARES
15.C APPROVE EQUITY PLAN FINANCING THROUGH Mgmt For For
TRANSFER OF OWN SHARES
15.D APPROVE TRANSFER OF OWN SHARES Mgmt For For
15.E APPROVE THIRD PARTY SWAP AGREEMENT AS Mgmt For For
ALTERNATIVE EQUITY PLAN FINANCING
16 APPROVE CREATION OF POOL OF CAPITAL WITHOUT Mgmt For For
PREEMPTIVE RIGHTS
17 CLOSE MEETING Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
GLOBAL UNICHIP CORP Agenda Number: 717053184
--------------------------------------------------------------------------------------------------------------------------
Security: Y2724H114
Meeting Type: AGM
Meeting Date: 18-May-2023
Ticker:
ISIN: TW0003443008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACCEPT 2022 BUSINESS REPORT AND Mgmt For For
FINANCIAL STATEMENTS.
2 TO ACCEPT COMPANY'S 2022 EARNINGS Mgmt For For
DISTRIBUTION. PROPOSED CASH DIVIDEND: TWD
14 PER SHARE.
3 TO APPROVE AMENDMENTS OF 'PROCEDURES FOR Mgmt For For
ACQUISITION OR DISPOSAL OF ASSETS'.
4.1 THE ELECTION OF THE Mgmt For For
DIRECTOR.:TSMC,SHAREHOLDER NO.1112,DR. F.C.
TSENG AS REPRESENTATIVE
4.2 THE ELECTION OF THE Mgmt For For
DIRECTOR.:TSMC,SHAREHOLDER NO.1112,DR.
CLIFF HOU AS REPRESENTATIVE
4.3 THE ELECTION OF THE Mgmt For For
DIRECTOR.:TSMC,SHAREHOLDER NO.1112,WENDELL
HUANG AS REPRESENTATIVE
4.4 THE ELECTION OF THE Mgmt For For
DIRECTOR.:TSMC,SHAREHOLDER NO.1112,DR. SEAN
TAI AS REPRESENTATIVE
4.5 THE ELECTION OF THE INDEPENDENT Mgmt For For
DIRECTOR.:DR. KENNETH KIN,SHAREHOLDER
NO.F102831XXX
4.6 THE ELECTION OF THE INDEPENDENT Mgmt For For
DIRECTOR.:JESSE DING,SHAREHOLDER
NO.A100608XXX
4.7 THE ELECTION OF THE INDEPENDENT Mgmt For For
DIRECTOR.:HUANG TSUI HUI,SHAREHOLDER
NO.A223202XXX
4.8 THE ELECTION OF THE INDEPENDENT Mgmt For For
DIRECTOR.:DR.CHENG WEN WU,SHAREHOLDER
NO.D120021XXX
4.9 THE ELECTION OF THE INDEPENDENT Mgmt For For
DIRECTOR.:DR.HO MIN CHEN,SHAREHOLDER
NO.Q120046XXX
5 TO RELEASE THE PROHIBITION ON DIRECTORS Mgmt For For
FROM PARTICIPATION IN COMPETITIVE BUSINESS.
--------------------------------------------------------------------------------------------------------------------------
HANA FINANCIAL GROUP INC Agenda Number: 716742158
--------------------------------------------------------------------------------------------------------------------------
Security: Y29975102
Meeting Type: AGM
Meeting Date: 24-Mar-2023
Ticker:
ISIN: KR7086790003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF OUTSIDE DIRECTOR: GIM HONG JIN Mgmt For For
3.2 ELECTION OF OUTSIDE DIRECTOR: HEO YUN Mgmt For For
3.3 ELECTION OF OUTSIDE DIRECTOR: I JEONG WON Mgmt For For
3.4 ELECTION OF OUTSIDE DIRECTOR: BAK DONG MUN Mgmt For For
3.5 ELECTION OF OUTSIDE DIRECTOR: I GANG WON Mgmt For For
3.6 ELECTION OF OUTSIDE DIRECTOR: WON SUK YEON Mgmt For For
3.7 ELECTION OF OUTSIDE DIRECTOR: I JUN SEO Mgmt For For
3.8 ELECTION OF A NON-PERMANENT DIRECTOR: I Mgmt For For
SEUNG YEOL
4 ELECTION OF OUTSIDE DIRECTOR WHO IS AN Mgmt For For
AUDIT COMMITTEE MEMBER: YANG DONG HUN
5.1 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS Mgmt For For
AN OUTSIDE DIRECTOR: HEO YUN
5.2 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS Mgmt For For
AN OUTSIDE DIRECTOR: WON SUK YEON
5.3 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS Mgmt For For
AN OUTSIDE DIRECTOR: I JUN SEO
6 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HINDUSTAN AERONAUTICS LTD Agenda Number: 716333810
--------------------------------------------------------------------------------------------------------------------------
Security: Y3199R108
Meeting Type: OTH
Meeting Date: 07-Dec-2022
Ticker:
ISIN: INE066F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPOINTMENT OF SHRI RAJEEV PRAKASH (DIN: Mgmt For For
08590061) AS GOVERNMENT NOMINEE DIRECTOR OF
THE COMPANY
2 APPOINTMENT OF DR. D K SUNIL (DIN: Mgmt For For
09639264) AS WHOLE TIME DIRECTOR DESIGNATED
AS DIRECTOR (ENGINEERING AND R&D) OF THE
COMPANY
--------------------------------------------------------------------------------------------------------------------------
IGO LIMITED Agenda Number: 716192822
--------------------------------------------------------------------------------------------------------------------------
Security: Q4875H108
Meeting Type: AGM
Meeting Date: 17-Nov-2022
Ticker:
ISIN: AU000000IGO4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS FROM 3 TO 8 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
1 ELECTION OF MS. TRACEY ARLAUD Mgmt For For
2 ELECTION OF MR. JUSTIN OSBORNE Mgmt For For
3 REMUNERATION REPORT Mgmt For For
4 ISSUE OF SERVICE RIGHTS TO MR. PETER Mgmt For For
BRADFORD
5 ISSUE OF PERFORMANCE RIGHTS AND OPTIONS TO Mgmt For For
MR. PETER BRADFORD
6 APPROVAL OF TERMINATION PAYMENTS TO MR. DAN Mgmt For For
LOUGHER
7 IGO EMPLOYEE INCENTIVE PLAN APPROVAL Mgmt For For
8 APPROVAL OF INCREASE IN DIRECTORS FEE POOL Mgmt For For
CMMT IF A PROPORTIONAL TAKEOVER BID IS MADE FOR Non-Voting
THE COMPANY, A SHARE TRANSFER TO THE
OFFEROR CANNOT BE REGISTERED UNTIL THE BID
IS APPROVED BY MEMBERS NOT ASSOCIATED WITH
THE BIDDER. THE RESOLUTION MUST BE
CONSIDERED AT A MEETING HELD MORE THAN 14
DAYS BEFORE THE BID CLOSES. EACH MEMBER HAS
ONE VOTE FOR EACH FULLY PAID SHARE HELD.
THE VOTE IS DECIDED ON A SIMPLE MAJORITY.
THE BIDDER AND ITS ASSOCIATES ARE NOT
ALLOWED TO VOTE
9 RENEWAL OF THE COMPANY'S PROPORTIONAL Mgmt For For
TAKEOVER APPROVAL PROVISIONS
10 APPROVAL OF FINANCIAL ASSISTANCE Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
INMODE LTD. Agenda Number: 935772144
--------------------------------------------------------------------------------------------------------------------------
Security: M5425M103
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: INMD
ISIN: IL0011595993
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Dr. Hadar Ron to serve as a Mgmt For For
Class I director of the Company, and to
hold office until the annual general
meeting of shareholders to be held in 2026
and until her successor is duly elected and
qualified, or until her earlier resignation
or retirement.
2. That the Company's authorized share capital Mgmt For For
be increased from NIS 1,000,000 divided
into 100,000,000 Ordinary Shares of a
nominal value of NIS 0.01 each, to NIS
2,000,000 divided into 200,000,000 Ordinary
Shares of a nominal value of NIS 0.01 each,
and that Article 5 of the Company's
Articles of Association be amended
accordingly.
3. To approve the amendment to the terms of Mgmt For For
engagement of Mr. Moshe Mizrahy, the Chief
Executive Officer of the Company and
Chairman of the Board, as described in the
Proxy Statement, dated February 14, 2023.
4. To approve the amendment to the terms of Mgmt For For
engagement of Dr. Michael Kreindel, the
Chief Technology Officer of the Company and
member of the Board, as described in the
Proxy Statement, dated February 14, 2023.
5. To approve and ratify the grant to each of Mgmt For For
the following Directors of the Company: Dr.
Michael Anghel, Mr. Bruce Mann and Dr.
Hadar Ron, 2,000 restricted share units
under the Company's 2018 Incentive Plan
totaling 6,000 restricted share units, half
of which shall vest on February 13, 2024,
and the remaining half shall vest on
February 13, 2025, subject to their
continued services on the date of vesting.
6. To approve the re-appointment of Kesselman Mgmt For For
& Kesselman Certified Public Accounts, a
member of PWC, as the Company's independent
auditors for the fiscal year ending
December 31, 2023, and its service until
the annual general meeting of shareholders
to be held in 2024.
--------------------------------------------------------------------------------------------------------------------------
INTERPUMP GROUP SPA Agenda Number: 716935171
--------------------------------------------------------------------------------------------------------------------------
Security: T5513W107
Meeting Type: MIX
Meeting Date: 28-Apr-2023
Ticker:
ISIN: IT0001078911
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
0010 APPROVAL OF BALANCE SHEET AS OF 31 DECEMBER Mgmt For For
2022, TOGETHER WITH BOARD OF DIRECTORS'
REPORT ON MANAGEMENT, INTERNAL AND EXTERNAL
AUDITORS' REPORT AND THE ADDITIONAL
ACCOMPANYING DOCUMENTATION REQUIRED BY
CURRENT PROVISIONS; PRESENTATION OF
CONSOLIDATED BALANCE SHEET AS OF 31
DECEMBER 2022, TOGETHER WITH BOARD OF
DIRECTORS' REPORT ON MANAGEMENT, EXTERNAL
AUDITORS' REPORT AND THE ACCOMPANYING
DOCUMENTATION REQUIRED BY CURRENT
PROVISIONS; RESOLUTIONS RELATED THERETO
0020 PRESENTATION OF CONSOLIDATED NON-FINANCIAL Non-Voting
DECLARATION AS PER LEGISLATIVE DECREE N.
254/2016
0030 PROFIT ALLOCATION; RESOLUTIONS RELATED Mgmt For For
THERETO
0040 REMUNERATION AND EMOLUMENT PAID REPORT AS Mgmt For For
PER ART. N. 123-TER OF THE LEGISLATIVE
DECREE N. 58 OF 1998: APPROVAL OF THE FIRST
SECTION OF THE REPORT ON THE REMUNERATION
POLICY AS PER ART. 123-TER, ITEM 3-BIS, OF
THE LEGISLATIVE DECREE N. 58 OF 1998
0050 REMUNERATION AND EMOLUMENT PAID REPORT AS Mgmt For For
PER ART. N. 123-TER OF THE LEGISLATIVE
DECREE N. 58 OF 1998: VOTE OF THE SECOND
SECTION OF THE REPORT ON THE REMUNERATION
POLICY AND EMOLUMENT PAID AS PER ART.
123-TER, ITEM 4, OF THE LEGISLATIVE DECREE
N. 58 OF 1998
0060 TO APPOINT BOARD OF DIRECTORS: TO STATE THE Mgmt For For
MEMBERS' NUMBER
0070 TO APPOINT BOARD OF DIRECTORS: TO STATE Mgmt For For
TERM OF OFFICE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS DIRECTORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 1 OF THE 2
SLATES AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU
008A TO APPOINT BOARD OF DIRECTORS: TO APPOINT Shr No vote
THE BOARD OF DIRECTORS' MEMBERS. LIST
PRESENTED BY GRUPPO IPG HOLDING S.P.A.,
REPRESENTING 25.075 PCT OF THE SHARE
CAPITAL
008B TO APPOINT BOARD OF DIRECTORS: TO APPOINT Shr For
THE BOARD OF DIRECTORS' MEMBERS. LIST
PRESENTED BY A GROUP OF INSTITUTIONAL
INVESTORS, REPRESENTING 1.69105 PCT OF THE
SHARE CAPITAL
0090 TO APPOINT BOARD OF DIRECTORS: TO APPOINT Mgmt For For
THE BOARD OF DIRECTORS' CHAIRMAN
0100 DETERMINATION OF EMOLUMENT FOR THE OFFICE Mgmt For For
OF DIRECTOR FOR THE FINANCIAL YEAR 2023 AND
THE TOTAL AMOUNT OF REMUNERATION OF
DIRECTORS VESTED WITH SPECIAL OFFICES;
RESOLUTIONS RELATED THERETO
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
OPTIONS TO INDICATE A PREFERENCE ON THIS
RESOLUTIONS , ONLY ONE CAN BE SELECTED. THE
STANDING INSTRUCTIONS FOR THIS MEETING WILL
BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2
OPTIONS BELOW FOR RESOLUTIONS 011A AND
011B, YOUR OTHER VOTES MUST BE EITHER
AGAINST OR ABSTAIN THANK YOU
011A PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against
SHAREHOLDER PROPOSAL: TO APPOINT OF
INTERNAL AUDITORS FOR 2023 - 2024 - 2025
YEARS: TO APPOINT OF THREE EFFECTIVE
AUDITORS AND TWO ALTERNATE AUDITORS. LIST
PRESENTED BY GRUPPO IPG HOLDING S.P.A.,
REPRESENTING 25.075 PCT OF THE SHARE
CAPITAL
011B PLEASE NOTE THAT THIS RESOLUTION IS A Shr For
SHAREHOLDER PROPOSAL: TO APPOINT OF
INTERNAL AUDITORS FOR 2023 - 2024 - 2025
YEARS: TO APPOINT OF THREE EFFECTIVE
AUDITORS AND TWO ALTERNATE AUDITORS. LIST
PRESENTED BY A GROUP OF INSTITUTIONAL
INVESTORS, REPRESENTING 1.69105 PCT OF THE
SHARE CAPITAL
0120 TO APPOINT OF INTERNAL AUDITORS FOR 2023 - Mgmt For For
2024 - 2025 YEARS: DETERMINATION OF THE
REMUNERATION OF THE MEMBERS OF INTERNAL
AUDITORS
0130 AUTHORISATION, PURSUANT TO ART. 2357 AND Mgmt For For
2357-TER OF THE ITALIAN CIVIL CODE, THE
PURCHASE OF TREASURY SHARES AND ANY
SUBSEQUENT SALE OF TREASURY SHARES IN
PORTFOLIO OR PURCHASED, SUBJECT TO
REVOCATION, IN WHOLE OR IN PART, FOR ANY
PORTION NOT EXECUTED, OF THE AUTHORIZATION
GRANTED BY RESOLUTION OF THE SHAREHOLDERS'
MEETING OF 29 APRIL 2022; RESOLUTIONS
RELATED THERETO
0140 PROPOSAL TO AMEND ART.14 OF THE STATUTE Mgmt For For
RELATING TO THE EXCLUSIVE COMPETENCE OF THE
BOARD OF DIRECTORS; RESOLUTIONS RELATED
THERETO
0150 PROPOSAL TO AMEND ART.16 OF THE STATUTE Mgmt For For
RELATING TO THE PROCEDURE FOR CARRYING OUT
IN TELECONFERENCE OF BOARD OF DIRECTORS
MEETINGS; RESOLUTIONS RELATED THERETO
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
IPSOS SA Agenda Number: 716976608
--------------------------------------------------------------------------------------------------------------------------
Security: F5310M109
Meeting Type: MIX
Meeting Date: 15-May-2023
Ticker:
ISIN: FR0000073298
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR
LODGMENT.
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR
CUSTODIAN.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0407/202304072300837
.pdf
1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED
DECEMBER 31, 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED
DECEMBER 31, 2022
3 APPROPRIATION OF EARNINGS FOR THE FINANCIAL Mgmt For For
YEAR ENDED DECEMBER 31, 2022 AND
DISTRIBUTION OF A DIVIDEND OF 1.35 PER
SHARE
4 RELATED-PARTY AGREEMENTS Mgmt For For
5 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF PATRICK ARTUS
6 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF BEN PAGE
7 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF ELIANE ROUYER-CHEVALIER
8 RENEWAL OF THE TERM OF OFFICE AS DIRECTOR Mgmt For For
OF LAURENCE STOCLET
9 APPOINTMENT OF ANGELS MARTIN MUNOZ AS Mgmt For For
DIRECTOR
10 APPOINTMENT OF FLORENCE PARLY AS DIRECTOR Mgmt For For
11 RENEWAL OF THE MANDATE OF GRANT THORNTON AS Mgmt For For
JOINT STATUTORY AUDITOR
12 DETERMINATION OF THE GLOBAL ANNUAL AMOUNT Mgmt For For
OF THE COMPENSATION OF THE DIRECTORS
13 APPROVAL OF THE COMPENSATION AND BENEFITS Mgmt For For
PAID OR AWARDED FOR THE FINANCIAL YEAR
ENDED DECEMBER 31, 2022 TO BEN PAGE, CEO
14 APPROVAL OF THE COMPENSATION AND BENEFITS Mgmt For For
PAID OR AWARDED FOR THE FINANCIAL YEAR
ENDED DECEMBER 31, 2022 TO DIDIER TRUCHOT,
CHAIRMAN OF THE BOARD OF DIRECTORS
15 CONSULTATIVE VOTE ON THE COMPENSATION AND Mgmt For For
BENEFITS PAID OR AWARDED FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2022 TO LAURENCE
STOCLET, DEPUTY CEO (FOR THE PERIOD FROM
JANUARY 1ST, 2022 TO SEPTEMBER 30, 2022
INCLUSIVE, DATE OF TERMINATION OF THE TERM
OF OFFICE AS DEPUTY CEO)
16 CONSULTATIVE VOTE ON THE COMPENSATION AND Mgmt For For
BENEFITS PAID OR AWARDED FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2022 TO HENRI
WALLARD, DEPUTY CEO (FOR THE PERIOD FROM
JANUARY 1ST, 2022 TO MAY 17, 2022
INCLUSIVE, DATE OF TERMINATION OF THE TERM
OF OFFICE AS DEPUTY CEO)
17 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CEO
18 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
CHAIRMAN OF THE BOARD OF DIRECTORS
19 APPROVAL OF THE COMPENSATION POLICY FOR THE Mgmt For For
DIRECTORS
20 APPROVAL OF THE INFORMATION ON CORPORATE Mgmt For For
OFFICERS' COMPENSATION INDICATED IN ARTICLE
L.22-10-9 I OF THE FRENCH COMMERCIAL CODE
21 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
ENABLE THE COMPANY TO BUY BACK ITS OWN
SHARES, UP TO A MAXIMUM OF 10% OF ITS SHARE
CAPITAL
22 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
CANCEL SHARES BOUGHT BACK BY THE COMPANY
UNDER ITS SHARE BUYBACK PROGRAM, UP TO 10%
OF ITS SHARE CAPITAL PER 24-MONTH PERIOD
23 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
GRANT PERFORMANCE FREE SHARES, ISSUED OR TO
BE ISSUED, TO EMPLOYEES OF THE COMPANY
AND/OR ITS SUBSIDIARIES AND TO ELIGIBLE
COMPANY CORPORATE OFFICERS, WITH WAIVING OF
THE PREFERENTIAL SUBSCRIPTION RIGHT OF THE
SHAREHOLDERS
24 DELEGATION OF POWERS TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE SHARE CAPITAL BY
ISSUING SHARES, WITH WAVING OF THE
PREFERENTIAL SUBSCRIPTION RIGHT OF THE
SHAREHOLDERS, TO THE BENEFIT OF MEMBERS OF
AN IPSOS GROUP SAVINGS PLAN
25 POWERS TO CARRY OUT LEGAL FORMALITIES Mgmt For For
REQUIRED TO IMPLEMENT THE DECISIONS OF THE
GENERAL SHAREHOLDERS' MEETING
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
--------------------------------------------------------------------------------------------------------------------------
JAPAN AIRPORT TERMINAL CO.,LTD. Agenda Number: 717354916
--------------------------------------------------------------------------------------------------------------------------
Security: J2620N105
Meeting Type: AGM
Meeting Date: 28-Jun-2023
Ticker:
ISIN: JP3699400002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Takashiro,
Isao
2.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Yokota,
Nobuaki
2.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Suzuki,
Hisayasu
2.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Onishi,
Hiroshi
2.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tanaka,
Kazuhito
2.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Koyama, Yoko
2.7 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Ueki,
Yoshiharu
2.8 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kimura, Keiji
2.9 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fukuzawa,
Ichiro
2.10 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kawamata,
Yukihiro
2.11 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Fujino,
Takeshi
2.12 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Matsuda,
Keishi
3 Appoint a Director who is Audit and Mgmt For For
Supervisory Committee Member Iwasaki, Kenji
4 Appoint a Substitute Director who is Audit Mgmt For For
and Supervisory Committee Member Sugita,
Yoko
5 Approve Continuance of Policy regarding Mgmt For For
Large-scale Purchases of Company Shares
(Anti-Takeover Defense Measures)
--------------------------------------------------------------------------------------------------------------------------
JAPAN ELEVATOR SERVICE HOLDINGS CO.,LTD. Agenda Number: 717368460
--------------------------------------------------------------------------------------------------------------------------
Security: J2S19B100
Meeting Type: AGM
Meeting Date: 23-Jun-2023
Ticker:
ISIN: JP3389510003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Ishida, Katsushi Mgmt For For
2.2 Appoint a Director Imamura, Kimihiko Mgmt For For
2.3 Appoint a Director Kuramoto, Shuji Mgmt For For
2.4 Appoint a Director Uno, Shinsuke Mgmt For For
2.5 Appoint a Director Murakami, Daiki Mgmt For For
2.6 Appoint a Director Watanabe, Hitoshi Mgmt For For
2.7 Appoint a Director Endo, Noriko Mgmt For For
2.8 Appoint a Director Yano, Mika Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JUDGES SCIENTIFIC PLC Agenda Number: 717143274
--------------------------------------------------------------------------------------------------------------------------
Security: G51983107
Meeting Type: AGM
Meeting Date: 22-May-2023
Ticker:
ISIN: GB0032398678
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL AND ADOPTION OF ANNUAL REPORT AND Mgmt For For
ACCOUNTS
2 APPROVAL OF REMUNERATION POLICY AND Mgmt For For
REMUNERATION REPORT
3 RE-APPOINTMENT OF DAVID CICUREL Mgmt For For
4 RE-APPOINTMENT OF TIM PRESTIDGE Mgmt For For
5 APPROVAL OF FINAL DIVIDEND Mgmt For For
6 REAPPOINTMENT OF AUDITOR Mgmt For For
7 AUTHORITY TO ALLOT SHARES Mgmt For For
8 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
9 AUTHORITY TO MAKE MARKET PURCHASES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KAORI HEAT TREATMENT CO LTD Agenda Number: 717243137
--------------------------------------------------------------------------------------------------------------------------
Security: Y4573A125
Meeting Type: AGM
Meeting Date: 13-Jun-2023
Ticker:
ISIN: TW0008996000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACKNOWLEDGMENT OF THE 2022 BUSINESS REPORT Mgmt Take No Action
AND FINANCIAL STATEMENTS. PROPOSED CASH
DIVIDEND: TWD 1.5 PER SHARE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 9 Non-Voting
CANDIDATES TO BE ELECTED AS DIRECTORS,
THERE ARE ONLY 6 VACANCIES AVAILABLE TO BE
FILLED AT THE MEETING FOR RESOLUTIONS 2.1
TO 2.9 THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 6 OF THE 9
DIRECTORS AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU
2.1 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:HAN HSIEN SON,SHAREHOLDER
NO.0000000002
2.2 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:HAN HSIEN FU,SHAREHOLDER
NO.0000000003
2.3 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:WU CHIH HSYONG,SHAREHOLDER
NO.0000034129
2.4 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:CHEN CHUN LIANG,SHAREHOLDER
NO.0000000091
2.5 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:HUANG HUNG HSING,SHAREHOLDER
NO.0000017330
2.6 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:WANG HSIN WU,SHAREHOLDER
NO.0000000594
2.7 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:A-LA-DING INVESTMENT LTD.
,SHAREHOLDER NO.0000035500,KU HUNG DAO AS
REPRESENTATIVE
2.8 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:A-LA-DING INVESTMENT LTD.
,SHAREHOLDER NO.0000035500,WU CHUN YING AS
REPRESENTATIVE
2.9 THE ELECTION OF 6 DIRECTOR AMONG 9 Mgmt Take No Action
CANDIDATES:A-LA-DING INVESTMENT LTD.
,SHAREHOLDER NO.0000035500,YEH YUAN SEN AS
REPRESENTATIVE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 6 Non-Voting
OPTIONS TO INDICATE A PREFERENCE ON THE
RESOLUTIONS 2.10 TO 2.15, ONLY 3 CAN BE
SELECTED. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 3
OF THE 6 OPTIONS FROM RESOLUTIONS 2.10 TO
2.15, YOUR OTHER VOTES MUST BE EITHER
AGAINST OR ABSTAIN THANK YOU
2.10 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:CHEN FAN
SHIONG,SHAREHOLDER NO.A104184XXX
2.11 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:HONG HSIANG
WEN,SHAREHOLDER NO.Y120102XXX
2.12 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:WEI YUE GUE,SHAREHOLDER
NO.F202422XXX
2.13 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:TANG ZHIH
YAO,SHAREHOLDER NO.K120594XXX
2.14 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:CHENG WEN
YEN,SHAREHOLDER NO.A124605XXX
2.15 THE ELECTION OF 3 INDEPENDENT DIRECTOR Mgmt Take No Action
AMONG 6 CANDIDATES:MAO EN GUANG,SHAREHOLDER
NO.F123080XXX
3 DISMISSING THE RESTRICTIONS IN COMPETITION Mgmt Take No Action
ON NEW DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
KINAXIS INC. Agenda Number: 935861256
--------------------------------------------------------------------------------------------------------------------------
Security: 49448Q109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: KXSCF
ISIN: CA49448Q1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director - John (Ian) Giffen Mgmt For For
1B Election of Director - Robert Courteau Mgmt For For
1C Election of Director - Gillian (Jill) Mgmt For For
Denham
1D Election of Director - Angel Mendez Mgmt For For
1E Election of Director - Pamela Passman Mgmt For For
1F Election of Director - Elizabeth (Betsy) Mgmt For For
Rafael
1G Election of Director - Kelly Thomas Mgmt For For
1H Election of Director - John Sicard Mgmt For For
2 Appoint the auditors (see page 8 of the Mgmt For For
circular) KPMG LLP
3 Accept our approach to executive Mgmt For For
compensation as described in the circular.
--------------------------------------------------------------------------------------------------------------------------
KINGDEE INTERNATIONAL SOFTWARE GROUP CO LTD Agenda Number: 717114691
--------------------------------------------------------------------------------------------------------------------------
Security: G52568147
Meeting Type: AGM
Meeting Date: 18-May-2023
Ticker:
ISIN: KYG525681477
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0425/2023042500945.pdf
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0425/2023042500839.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND ADOPT THE AUDITED Mgmt For For
CONSOLIDATED ACCOUNTS, THE REPORT OF THE
DIRECTORS OF THE COMPANY (THE "DIRECTORS")
AND THE REPORT OF THE AUDITORS OF THE
COMPANY FOR THE YEAR ENDED 31 DECEMBER 2022
2A TO RE-ELECT MR. XU SHAO CHUN AS AN Mgmt For For
EXECUTIVE DIRECTOR
2B TO RE-ELECT MS. DONG MING ZHU AS A Mgmt For For
NON-EXECUTIVE DIRECTOR
2C TO RE-ELECT MR. ZHOU JUN XIANG AS AN Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
2D TO RE-ELECT MR. BO LIAN MING AS AN Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
3 TO AUTHORIZE THE BOARD OF DIRECTORS (THE Mgmt For For
"BOARD") TO FIX THE REMUNERATION OF THE
DIRECTORS
4 TO CONSIDER AND APPROVE THE RE-APPOINTMENT Mgmt For For
OF PRICEWATERHOUSECOOPERS, THE RETIRING
AUDITORS OF THE COMPANY, AS THE AUDITORS OF
THE COMPANY AND TO AUTHORIZE THE BOARD TO
FIX THEIR REMUNERATION
5A TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE AND ALLOT ADDITIONAL SHARES NOT
EXCEEDING 10% OF THE EXISTING TOTAL NUMBER
OF ISSUED SHARES
5B TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE THE SHARES NOT EXCEEDING 10%
OF THE EXISTING TOTAL NUMBER OF ISSUED
SHARES
6 TO APPROVE THE PROPOSED INCREASE IN Mgmt For For
AUTHORIZED SHARE CAPITAL OF THE COMPANY
7 TO APPROVE THE PROPOSED ADOPTION OF THE NEW Mgmt For For
AMENDED AND RESTATED MEMORANDUM AND
ARTICLES OF ASSOCIATION OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
KOBE BUSSAN CO.,LTD. Agenda Number: 716495836
--------------------------------------------------------------------------------------------------------------------------
Security: J3478K102
Meeting Type: AGM
Meeting Date: 27-Jan-2023
Ticker:
ISIN: JP3291200008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Approve Minor Revisions Mgmt For For
Related to Change of Laws and Regulations
2.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Numata,
Hirokazu
2.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Tanaka,
Yasuhiro
2.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kido, Yasuharu
2.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Asami, Kazuo
2.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Nishida,
Satoshi
2.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Watanabe,
Akihito
3 Approve Issuance of Share Acquisition Mgmt For For
Rights as Stock Options for Directors
(Excluding Directors who are Audit and
Supervisory Committee Members and Outside
Directors) and Employees of the Company,
and Directors and Employees of the
Company's Subsidiaries
--------------------------------------------------------------------------------------------------------------------------
KOREA AEROSPACE INDUSTRIES LTD Agenda Number: 715891758
--------------------------------------------------------------------------------------------------------------------------
Security: Y4838Q105
Meeting Type: EGM
Meeting Date: 05-Sep-2022
Ticker:
ISIN: KR7047810007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ELECTION OF DIRECTOR: GANG GU YEONG Mgmt For For
CMMT 17 AUG 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF TEXT IN
RESOLUTION 1. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
KOSE CORPORATION Agenda Number: 716758290
--------------------------------------------------------------------------------------------------------------------------
Security: J3622S100
Meeting Type: AGM
Meeting Date: 30-Mar-2023
Ticker:
ISIN: JP3283650004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Kobayashi, Kazutoshi Mgmt For For
2.2 Appoint a Director Kobayashi, Takao Mgmt For For
2.3 Appoint a Director Kobayashi, Masanori Mgmt For For
2.4 Appoint a Director Shibusawa, Koichi Mgmt For For
2.5 Appoint a Director Kobayashi, Yusuke Mgmt For For
2.6 Appoint a Director Mochizuki, Shinichi Mgmt For For
2.7 Appoint a Director Horita, Masahiro Mgmt For For
2.8 Appoint a Director Ogura, Atsuko Mgmt For For
2.9 Appoint a Director Kikuma, Yukino Mgmt For For
2.10 Appoint a Director Yuasa, Norika Mgmt For For
2.11 Appoint a Director Maeda, Yuko Mgmt For For
2.12 Appoint a Director Suto, Miwa Mgmt For For
3.1 Appoint a Corporate Auditor Onagi, Minoru Mgmt For For
3.2 Appoint a Corporate Auditor Miyama, Toru Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
L'OCCITANE INTERNATIONAL SA Agenda Number: 716054628
--------------------------------------------------------------------------------------------------------------------------
Security: L6071D109
Meeting Type: AGM
Meeting Date: 28-Sep-2022
Ticker:
ISIN: LU0501835309
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0831/2022083100569.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/0831/2022083100583.pdf
1 TO RECEIVE AND ADOPT THE STATUTORY ACCOUNTS Mgmt For For
AND AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY FOR THE YEAR
ENDED 31 MARCH 2022 AND TO ACKNOWLEDGE THE
CONTENT OF THE REPORTS OF THE BOARD OF
DIRECTORS AND THE AUDITOR OF THE COMPANY
2 TO DECLARE A FINAL DIVIDEND OF A TOTAL Mgmt For For
AMOUNT OF EUR 96.8 MILLION FOR THE YEAR
ENDED 31 MARCH 2022
3 TO RE-ELECT THE RETIRING DIRECTOR OF THE Mgmt For For
COMPANY (THE ''DIRECTOR''), MRS. VALERIE
IRENE AMELIE MONIQUE BERNIS AS AN
INDEPENDENT NON-EXECUTIVE DIRECTOR FOR A
TERM OF 3 YEARS
4.A TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ALLOT, ISSUE AND DEAL WITH OR, SUBJECT
TO THE TREASURY SHARES WAIVER BEING
OBTAINED, TRANSFER OR SELL OUT OF TREASURY
AND DEAL WITH, ADDITIONAL SHARES NOT
EXCEEDING 20% OF THE AGGREGATE NOMINAL
AMOUNT OF THE ISSUED SHARES OF THE COMPANY
(EXCLUDING THE NOMINAL CAPITAL OF THOSE
SHARES THAT ARE HELD IN TREASURY)
4.B TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES NOT EXCEEDING 10% OF
THE AGGREGATE NOMINAL AMOUNT OF THE ISSUED
SHARES OF THE COMPANY (EXCLUDING THE
NOMINAL CAPITAL OF THOSE SHARES THAT ARE
HELD IN TREASURY) WITHIN A PRICE RANGE
BETWEEN HKD 10 AND HKD 50
4.C TO EXTEND THE AUTHORITY GIVEN TO THE Mgmt For For
DIRECTORS PURSUANT TO ORDINARY RESOLUTION
NO. 4(A) TO ISSUE SHARES BY ADDING TO THE
AGGREGATE NOMINAL AMOUNT OF THE ISSUED
SHARES OF THE COMPANY THE NUMBER OF SHARES
REPURCHASED UNDER ORDINARY RESOLUTION NO.
4(B)
5 TO RENEW THE MANDATE GRANTED TO Mgmt For For
PRICEWATERHOUSECOOPERS TO ACT AS APPROVED
STATUTORY AUDITOR (REVISEUR D'ENTREPRISES
AGREE) OF THE COMPANY FOR THE FINANCIAL
YEAR ENDING 31 MARCH 2023
6 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS THE Mgmt For For
EXTERNAL AUDITOR OF THE COMPANY TO HOLD THE
OFFICE FROM THE CONCLUSION OF THE ANNUAL
GENERAL MEETING UNTIL THE NEXT ANNUAL
GENERAL MEETING OF THE COMPANY
7 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO CERTAIN DIRECTORS AND TO AUTHORIZE THE
BOARD TO IMPLEMENT ANY SUBSEQUENT ACTIONS
WHICH MAY BE REQUIRED, INCLUDING, FOR THE
AVOIDANCE OF DOUBT, THE PAYMENT MODALITIES
8 TO GRANT DISCHARGE TO THE DIRECTORS FOR THE Mgmt For For
EXERCISE OF THEIR MANDATE DURING THE
FINANCIAL YEAR ENDED 31 MARCH 2022
9 TO GRANT DISCHARGE TO THE APPROVED Mgmt For For
STATUTORY AUDITOR (REVISEUR D'ENTREPRISES
AGREE) OF THE COMPANY,
PRICEWATERHOUSECOOPERS FOR THE EXERCISE OF
ITS MANDATE DURING THE FINANCIAL YEAR ENDED
31 MARCH 2022
10 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO PRICEWATERHOUSECOOPERS AS THE APPROVED
STATUTORY AUDITOR (REVISEUR D'ENTREPRISES
AGREE) OF THE COMPANY
11 TO AMEND ARTICLE 1 (INTERPRETATION) OF THE Mgmt For For
ARTICLES OF ASSOCIATION OF THE COMPANY,
WHICH SHALL HENCEFORTH READ AS FOLLOWS:
''1.1 THE MARGINAL NOTES TO THESE ARTICLES
OF ASSOCIATION SHALL NOT AFFECT THE
INTERPRETATION HEREOF. IN THESE ARTICLES OF
ASSOCIATION, UNLESS THE SUBJECT OR THE
CONTENT OTHERWISE PROVIDES: ''ARTICLES''
SHALL MEAN THE PRESENT ARTICLES OF
ASSOCIATION OF THE COMPANY AND ALL
SUPPLEMENTARY, AMENDED OR SUBSTITUTED
ARTICLES FOR THE TIME BEING IN FORCE;
''ASSOCIATE'', IN RELATION TO ANY DIRECTOR,
HAS THE MEANING ASCRIBED TO IT IN THE
LISTING RULES; ''BOARD'' SHALL MEAN THE
BOARD OF DIRECTORS; ''BUSINESS DAY'' MEANS
ANY DAY ON WHICH COMMERCIAL AND FINANCIAL
MARKETS ARE OPENED FOR TRADING IN
LUXEMBOURG, FRANCE OR HONG KONG; ''CALENDAR
DAY'' MEANS ALL TWENTY-FOUR (24) HOURS DAY
IN A YEAR, FOR EVERY MONTH, INCLUDING
WEEKENDS AND HOLIDAYS; ''CHAIRMAN'' SHALL
MEAN THE CHAIRMAN PRESIDING FROM TIME TO
TIME AT ANY MEETING OF THE MEMBERS OR OF
THE BOARD; ''COMPANIES ORDINANCE'' SHALL
MEAN THE COMPANIES (WINDING UP AND
MISCELLANEOUS PROVISIONS) ORDINANCE (CAP.
32 OF THE LAWS OF HONG KONG) AND COMPANIES
ORDINANCE (CAP. 622 OF THE LAWS OF HONG
KONG), AS AMENDED FROM TIME TO TIME AND TO
THE EXTENT APPLICABLE TO THE COMPANY;
''COMPANY'' SHALL MEAN L'OCCITANE
INTERNATIONAL S.A., A SOCIETE ANONYME
GOVERNED BY THE LAWS OF THE GRAND DUCHY OF
LUXEMBOURG REGISTERED WITH THE LUXEMBOURG
TRADE AND COMPANIES REGISTER UNDER
REGISTRATION NUMBER B80359; ''DIRECTOR''
SHALL MEAN ANY MEMBER OF THE BOARD OF
DIRECTORS OF THE COMPANY FROM TIME TO TIME;
''EXCHANGE'' SHALL MEAN THE STOCK EXCHANGE
OF HONG KONG LIMITED; ''EXTRAORDINARY
GENERAL MEETING'' SHALL MEAN ANY GENERAL
MEETING OF SHAREHOLDERS HELD IN FRONT OF A
NOTARY IN LUXEMBOURG IN ACCORDANCE WITH THE
QUORUM AND MAJORITY REQUIREMENTS AS SET OUT
IN THESE ARTICLES, RESOLVING ON AN
AMENDMENT OF THE ARTICLES OF ASSOCIATION OR
ANY OTHER ITEM REQUIRING RESOLUTIONS OF THE
GENERAL MEETING TO BE ADOPTED IN FRONT OF A
LUXEMBOURG NOTARY IN ACCORDANCE WITH THE
LUXEMBOURG COMPANIES LAW; ''HONG KONG''
SHALL MEAN THE HONG KONG SPECIAL
ADMINISTRATIVE REGION OF THE PEOPLE'S
REPUBLIC OF CHINA; ''HONG KONG TAKEOVERS
CODE'' SHALL MEAN THE CODE ON TAKEOVERS AND
MERGERS ISSUED BY THE SECURITIES AND
FUTURES COMMISSION OF HONG KONG AS AMENDED
FROM TIME TO TIME; ''LISTING RULES'' SHALL
MEAN THE RULES GOVERNING THE LISTING OF
SECURITIES ON THE STOCK EXCHANGE OF HONG
KONG LIMITED AS AMENDED FROM TIME TO TIME;
''LUXEMBOURG'' SHALL MEAN THE GRAND-DUCHY
OF LUXEMBOURG; ''LUXEMBOURG COMPANIES LAW''
SHALL MEAN THE LUXEMBOURG LAW OF 10 AUGUST
1915 ON COMMERCIAL COMPANIES, AS AMENDED
FROM TIME TO TIME; ''MANAGING DIRECTOR''
SHALL MEAN ANY DIRECTOR ENTRUSTED BY THE
BOARD WITH THE DAILY MANAGEMENT OF THE
COMPANY; ''MONTH'' SHALL MEAN A CALENDAR
MONTH; ''REGISTER'' SHALL MEAN THE
COMPANY'S PRINCIPAL SHARE REGISTER
MAINTAINED IN LUXEMBOURG, BRANCH SHARE
REGISTER MAINTAINED IN HONG KONG AND ANY
OTHER BRANCH REGISTERS WHICH MAY BE
ESTABLISHED COLLECTIVELY, UNLESS OTHERWISE
INDICATED; ''SECRETARY'' SHALL MEAN THE
PERSON OR PERSONS, AS THE CASE MAY BE,
APPOINTED AS COMPANY SECRETARY OR JOINT
COMPANY SECRETARIES OF THE COMPANY FROM
TIME TO TIME; ''SHARE'' SHALL MEAN A SHARE
IN THE CAPITAL OF THE COMPANY;
''SHAREHOLDER(S)'' OR ''MEMBER(S)'' SHALL
MEAN THE PERSON(S) WHO ARE DULY REGISTERED
AS THE HOLDERS FROM TIME TO TIME OF SHARES
IN THE REGISTER INCLUDING PERSONS WHO ARE
JOINTLY SO REGISTERED; ''SPECIAL MATTER''
SHALL MEAN ANY MATTER SUBJECT TO APPROVAL
BY SHAREHOLDERS IN GENERAL MEETING AND IN
RESPECT OF WHICH PURSUANT TO THE LISTING
RULES CERTAIN SHAREHOLDERS ARE REQUIRED TO
ABSTAIN FROM VOTING OR ARE RESTRICTED TO
VOTING ONLY FOR OR ONLY AGAINST; ''SPECIAL
RESOLUTION'' SHALL MEAN (I) A RESOLUTION
PASSED BY NO LESS THAN THREE-QUARTERS OF
THE VOTES CAST BY SUCH MEMBERS AS ARE
PRESENT OR REPRESENTED AND ENTITLED TO VOTE
IN PERSON OR BY PROXY AT A GENERAL MEETING,
OF WHICH (I) NO LESS THAN 21 CALENDAR DAYS'
NOTICE HAS BEEN GIVEN IN CASE OF AN ANNUAL
GENERAL MEETING AND (II) NO LESS THAN 15
CALENDAR DAYS' NOTICE HAS BEEN GIVEN IN
CASE OF ANY OTHER GENERAL MEETING. THE
''VOTES CAST'' SHALL NOT INCLUDE VOTES
ATTACHING TO SHARES IN RESPECT OF WHICH THE
SHAREHOLDER HAS NOT TAKEN PART IN THE VOTE
OR HAS ABSTAINED OR HAS RETURNED A BLANK OR
INVALID VOTE. 1.2 THESE ARTICLES SHALL BE
READ AND INTERPRETED IN LIGHT OF ANY
REGULATORY REQUIREMENTS THAT MAY APPLY TO
THE COMPANY FROM TIME TO TIME
12 TO AMEND ARTICLE 3 (CORPORATE PURPOSE) OF Mgmt For For
THE ARTICLES OF ASSOCIATION OF THE COMPANY,
WHICH SHALL HENCEFORTH READ AS FOLLOWS:
''3.1 THE CORPORATE PURPOSE OF THE COMPANY
IS THE HOLDING OF PARTICIPATIONS, IN ANY
FORM WHATSOEVER, IN LUXEMBOURG AND FOREIGN
COMPANIES AND ANY OTHER FORM OF INVESTMENT,
THE ACQUISITION BY PURCHASE, SUBSCRIPTION
OR IN ANY OTHER MANNER AS WELL AS THE
TRANSFER BY SALE, EXCHANGE OR OTHERWISE OF
SECURITIES OF ANY KIND AND THE
ADMINISTRATION, CONTROL AND DEVELOPMENT OF
ITS PORTFOLIO. 3.2 IT MAY IN PARTICULAR
ACQUIRE BY WAY OF CONTRIBUTION,
SUBSCRIPTION, OPTION, PURCHASE OR OTHERWISE
ALL AND ANY TRANSFERABLE SECURITIES OF ANY
KIND AND REALISE THE SAME BY WAY OF SALE,
TRANSFER, EXCHANGE OR OTHERWISE. 3.3 THE
COMPANY MAY LIKEWISE ACQUIRE, HOLD AND
ASSIGN, AS WELL AS LICENSE AND SUBLICENSE
ALL KINDS OF INTELLECTUAL PROPERTY RIGHTS,
INCLUDING WITHOUT LIMITATION, TRADEMARKS,
PATENTS, COPYRIGHTS AND LICENSES OF ALL
KINDS. THE COMPANY MAY ACT AS LICENSOR OR
LICENSEE AND IT MAY CARRY OUT ALL
OPERATIONS WHICH MAY BE USEFUL OR NECESSARY
TO MANAGE, DEVELOP AND PROFIT FROM ITS
PORTFOLIO OF INTELLECTUAL PROPERTY RIGHTS.
3.4 THE COMPANY MAY GRANT LOANS TO, AS WELL
AS GUARANTEES OR SECURITY FOR THE BENEFIT
OF THIRD PARTIES TO SECURE ITS OBLIGATIONS
AND OBLIGATIONS OF OTHER COMPANIES IN WHICH
IT HOLDS A DIRECT OR INDIRECT PARTICIPATION
OR RIGHT OF ANY KIND OR WHICH FORM PART OF
THE SAME GROUP OF COMPANIES AS THE COMPANY,
OR OTHERWISE ASSIST SUCH COMPANIES. 3.5 THE
COMPANY MAY RAISE FUNDS THROUGH BORROWING
IN ANY FORM OR BY ISSUING ANY KIND OF
NOTES, SECURITIES OR DEBT INSTRUMENTS,
BONDS AND DEBENTURES AND GENERALLY ISSUE
SECURITIES OF ANY TYPE. 3.6 THE COMPANY MAY
ALSO CARRY OUT ALL AND ANY COMMERCIAL
DISTRIBUTION OPERATIONS OF PRODUCTS,
OUTSIDE OF MANUFACTURING, BOTH IN
LUXEMBOURG AND ABROAD. THE COMPANY MAY THUS
CARRY OUT ALL THE BELOW MENTIONED
ACTIVITIES AS WELL AS ALL SERVICES RELATED
THERETO: (A) THE SALE AND DISTRIBUTION,
WHETHER THROUGH WHOLESALE, RETAIL, OR
OTHERWISE, OF BEAUTY PRODUCTS, COSMETICS,
PERFUMES, SOAPS AND ALL AND ANY BODY
HYGIENE PRODUCTS, HOUSEHOLD SCENTS AND
PRODUCTS, REGIONAL-THEMED PRODUCTS AND
SPECIALTIES, DIETETIC PRODUCTS, JEWELLERY
AND FOOD PRODUCTS; (B) THE INSTALLATION AND
FITTING OF STORE AND SHOP FURNITURE,
DISPLAY COUNTERS AND OTHER SHOP FITTINGS,
THE LOGISTICAL ASSISTANCE IN VIEW OF THE
CREATION, SETTING UP AND FITTING OF,
AMONGST OTHER THINGS, SHOPS, BEAUTY
PARLOURS, SPAS, RESTAURANTS AND CAFES; (C)
THE PERFORMANCE OF ALL AND ANY SERVICES,
THE SUPPLY OF ALL AND ANY PRODUCTS AND
ACCESSORIES RELATING TO THE HOUSEHOLD
SECTOR; AND (D) THE PROVISION OF SERVICES
SUCH AS BEAUTY AND COSMETIC TREATMENTS, SPA
RELATED SERVICES AND TREATMENTS,
RESTAURATION AND FOOD AND BEVERAGE
SERVICES. 3.7 THE COMPANY MAY MOREOVER
CARRY OUT ALL AND ANY COMMERCIAL,
INDUSTRIAL AND FINANCIAL OPERATIONS, BOTH
MOVABLE AND IMMOVABLE, WHICH MAY DIRECTLY
OR INDIRECTLY RELATE TO ITS OWN CORPORATE
PURPOSE OR LIKELY TO PROMOTE ITS
DEVELOPMENT OR FULFILMENT. 3.8 ONE OF THE
PURPOSES OF THE COMPANY IS TO CREATE A
MATERIAL POSITIVE SOCIAL AND ENVIRONMENTAL
IMPACT, TAKEN AS A WHOLE, IN THE COURSE OF
CONDUCTING ITS BUSINESS ACTIVITIES
13 TO AMEND ARTICLE 4.5 OF THE ARTICLES OF Mgmt For For
ASSOCIATION OF THE COMPANY, WHICH SHALL
HENCEFORTH READ AS FOLLOWS: ''4.5 IF AT ANY
TIME THE SHARE CAPITAL OF THE COMPANY IS
DIVIDED INTO DIFFERENT CLASSES OF SHARES,
ALL OR ANY OF THE RIGHTS ATTACHING TO ANY
CLASS OF SHARES FOR THE TIME BEING ISSUED
(UNLESS OTHERWISE PROVIDED FOR IN THE TERMS
OF ISSUE OF THE SHARES OF THAT CLASS) MAY
BE VARIED OR ABROGATED WITH THE CONSENT IN
WRITING BY HOLDERS OF NOT LESS THAN
THREE-QUARTERS IN NOMINAL VALUE OF THE
ISSUED SHARES OF THAT CLASS PRESENT OR
REPRESENTED AND BEING ENTITLED TO VOTE IN
PERSON OR BY PROXY AT AN EXTRAORDINARY
GENERAL MEETING, IN ADDITION TO THE
APPROVAL OF SUCH VARIATION AND/OR
ABROGATION BY SPECIAL RESOLUTION PASSED BY
SHAREHOLDERS AT THAT EXTRAORDINARY GENERAL
MEETING. THE QUORUM FOR THE PURPOSES OF ANY
SUCH EXTRAORDINARY GENERAL MEETING SHALL BE
A PERSON OR PERSONS TOGETHER HOLDING (OR
REPRESENTING BY PROXY OR DULY AUTHORIZED
REPRESENTATIVE) AT THE DATE OF THE RELEVANT
MEETING NOT LESS THAN HALF OF THE NOMINAL
VALUE OF THE ISSUED SHARES OF THAT CLASS
AND HALF OF THE NOMINAL VALUE OF ALL ISSUED
SHARES
14 TO AMEND ARTICLE 6 (ACQUISITION OF OWN Mgmt For For
SHARES BY THE COMPANY) OF THE ARTICLES OF
ASSOCIATION OF THE COMPANY, WHICH SHALL
HENCEFORTH READ AS FOLLOWS: ''SUBJECT TO
THE LUXEMBOURG COMPANIES LAW, OR ANY OTHER
LAW OR SO FAR AS NOT PROHIBITED BY ANY LAW
AND SUBJECT TO ANY RIGHTS CONFERRED ON THE
HOLDERS OF ANY CLASS OF SHARES, THE COMPANY
SHALL HAVE THE POWER TO PURCHASE OR
OTHERWISE ACQUIRE ALL OR ANY OF ITS OWN
SHARES PROVIDED THAT THE MANNER OF PURCHASE
HAS FIRST BEEN AUTHORIZED BY A RESOLUTION
OF THE SHAREHOLDERS, AND TO PURCHASE OR
OTHERWISE ACQUIRE WARRANTS FOR THE
SUBSCRIPTION OR PURCHASE OF ITS OWN SHARES,
AND SUBJECT TO THE PROVISIONS OF ARTICLE
430-23 OF THE LUXEMBOURG COMPANIES LAW ON
CROSS PARTICIPATIONS, SHARES AND WARRANTS
FOR THE SUBSCRIPTION OR PURCHASE OF ANY
SHARES IN ANY COMPANY WHICH IS ITS HOLDING
COMPANY, AND MAY MAKE PAYMENT THEREFORE IN
ANY MANNER AUTHORISED OR NOT PROHIBITED BY
LAW, INCLUDING OUT OF CAPITAL, OR TO GIVE,
DIRECTLY OR INDIRECTLY, BY MEANS OF A LOAN,
A GUARANTEE, A GIFT, AN INDEMNITY, THE
PROVISION OF SECURITY OR OTHERWISE
HOWSOEVER, FINANCIAL ASSISTANCE FOR THE
PURPOSE OF OR IN CONNECTION WITH A PURCHASE
OR OTHER ACQUISITION MADE OR TO BE MADE BY
ANY PERSON OF ANY SHARES OR WARRANTS IN ANY
COMPANY WHICH IS A SUBSIDIARY OF THE
COMPANY AND SHOULD THE COMPANY PURCHASE OR
OTHERWISE ACQUIRE ITS OWN SHARES OR
WARRANTS, NEITHER THE GENERAL MEETING OF
THE COMPANY NOR THE BOARD SHALL BE REQUIRED
TO SELECT THE SHARES OR WARRANTS TO BE
PURCHASED OR OTHERWISE ACQUIRED RATEABLY OR
IN ANY OTHER MANNER AS BETWEEN THE HOLDERS
OF SHARES OR WARRANTS OF THE SAME CLASS OR
AS BETWEEN THEM AND THE HOLDERS OF SHARES
OR WARRANTS OF ANY OTHER CLASS OR IN
ACCORDANCE WITH THE RIGHTS AS TO DIVIDENDS
OR CAPITAL CONFERRED BY ANY CLASS OF
SHARES, PROVIDED ALWAYS THAT ANY SUCH
PURCHASE OR OTHER ACQUISITION OR FINANCIAL
ASSISTANCE SHALL ONLY BE MADE IN ACCORDANCE
WITH THE LUXEMBOURG COMPANIES LAW AS WELL
AS ANY RELEVANT CODE, RULES OR REGULATIONS
ISSUED BY THE EXCHANGE OR THE SECURITIES
AND FUTURES COMMISSION OF HONG KONG FROM
TIME TO TIME IN FORCE
15 TO AMEND ARTICLE 7.1 OF THE ARTICLES OF Mgmt For For
ASSOCIATION OF THE COMPANY, WHICH SHALL
HENCEFORTH READ AS FOLLOWS: ''7.1 SHARES OF
THE COMPANY MAY BE REDEEMABLE SHARES IN
ACCORDANCE WITH THE PROVISIONS OF ARTICLE
430-22 OF THE LUXEMBOURG COMPANIES LAW, AS
AMENDED. REDEEMABLE SHARES, IF ANY, BEAR
THE SAME RIGHTS TO RECEIVE DIVIDENDS AND
HAVE THE SAME VOTING RIGHTS AS
NON-REDEEMABLE SHARES. ONLY FULLY PAID-IN
REDEEMABLE SHARES SHALL BE REDEEMABLE. THE
REDEMPTION OF THE REDEEMABLE SHARES CAN
ONLY BE MADE BY USING SUMS AVAILABLE FOR
DISTRIBUTION IN ACCORDANCE WITH ARTICLE
462- 1 OF THE LUXEMBOURG COMPANIES LAW AND
THE PRESENT ARTICLES OR THE PROCEEDS OF A
NEW ISSUE MADE WITH THE PURPOSE OF SUCH
REDEMPTION SUBJECT ALWAYS TO THE PROVISIONS
OF THESE ARTICLES. REDEEMABLE SHARES WHICH
HAVE BEEN REDEEMED BY THE COMPANY BEAR NO
VOTING RIGHTS, AND HAVE NO RIGHTS TO
RECEIVE DIVIDENDS OR THE LIQUIDATION
PROCEEDS. REDEEMED REDEEMABLE SHARES MAY BE
CANCELLED UPON REQUEST OF THE BOARD, BY A
SPECIAL RESOLUTION PASSED AT AN
EXTRAORDINARY GENERAL MEETING
16 TO AMEND ARTICLE 10 (ADMINISTRATION - Mgmt For For
SUPERVISION) OF THE ARTICLES OF ASSOCIATION
OF THE COMPANY, WHICH SHALL HENCEFORTH READ
AS FOLLOWS: '10.1 THE COMPANY SHALL BE
MANAGED BY A BOARD COMPOSED OF THREE
MEMBERS AT LEAST WHO NEED NOT BE
SHAREHOLDERS OF THE COMPANY. EXCEPT AS SET
OUT IN ARTICLE 10.2, THE DIRECTORS SHALL BE
ELECTED BY THE SHAREHOLDERS AT A GENERAL
MEETING, WHICH SHALL DETERMINE THEIR NUMBER
AND TERM OF OFFICE. THE TERM OF THE OFFICE
OF A DIRECTOR SHALL BE NOT MORE THAN THREE
YEARS, UPON THE EXPIRY OF WHICH EACH SHALL
BE ELIGIBLE FOR RE-ELECTION. 10.2 THE BOARD
SHALL HAVE POWER FROM TIME TO TIME AND AT
ANY TIME TO APPOINT ANY PERSON AS A
DIRECTOR TO FILL A CAUSAL VACANCY. ANY
DIRECTOR SO APPOINTED SHALL HOLD OFFICE
ONLY UNTIL THE NEXT FOLLOWING GENERAL
MEETING (INCLUDING AN ANNUAL GENERAL
MEETING) OF THE COMPANY AND SHALL THEN BE
ELIGIBLE FOR RE-ELECTION AT THAT MEETING.
10.3 NO PERSON SHALL, UNLESS RECOMMENDED BY
THE BOARD, BE ELIGIBLE FOR ELECTION TO THE
OFFICE OF DIRECTOR AT ANY GENERAL MEETING
UNLESS DURING THE PERIOD, WHICH SHALL BE AT
LEAST SEVEN CALENDAR DAYS, COMMENCING NO
EARLIER THAN THE DAY AFTER THE DISPATCH OF
THE NOTICE OF THE MEETING APPOINTED FOR
SUCH ELECTION AND ENDING NO LATER THAN
SEVEN CALENDAR DAYS PRIOR TO THE DATE OF
SUCH MEETING, THERE HAS BEEN GIVEN TO THE
SECRETARY NOTICE IN WRITING BY A MEMBER OF
THE COMPANY (NOT BEING THE PERSON TO BE
PROPOSED), ENTITLED TO ATTEND AND VOTE AT
THE MEETING FOR WHICH SUCH NOTICE IS GIVEN,
OF HIS INTENTION TO PROPOSE SUCH PERSON FOR
ELECTION AND ALSO NOTICE IN WRITING SIGNED
BY THE PERSON TO BE PROPOSED OF HIS
WILLINGNESS TO BE ELECTED. 10.4 A MOTION
FOR THE APPOINTMENT OF TWO OR MORE PERSONS
AS DIRECTORS BY WAY OF A SINGLE RESOLUTION
SHALL NOT BE MADE AT A GENERAL MEETING
UNLESS A RESOLUTION THAT IT SHALL BE SO
MADE HAS BEEN PASSED WITHOUT ANY VOTE BEING
CAST AGAINST IT. THUS, SEVERAL DIRECTORS
CAN BE APPOINTED DURING ONE SHAREHOLDERS'
MEETING, PROVIDED THAT EACH DIRECTOR IS
APPOINTED UPON AN INDIVIDUAL DECISION. 10.5
THE COMPANY IN GENERAL MEETING MAY BY
ORDINARY RESOLUTION AS SET OUT IN ARTICLE
15.5 AT ANY TIME REMOVE ANY DIRECTOR
(INCLUDING A MANAGING DIRECTOR OR OTHER
EXECUTIVE DIRECTOR) BEFORE THE EXPIRATION
OF HIS PERIOD OF OFFICE NOTWITHSTANDING
ANYTHING IN THESE ARTICLES OR IN ANY
AGREEMENT BETWEEN THE COMPANY AND SUCH
DIRECTOR AND MAY BY ORDINARY RESOLUTION AS
SET OUT IN ARTICLE 15.5 ELECT ANOTHER
PERSON IN HIS STEAD. ANY PERSON SO ELECTED
SHALL HOLD OFFICE DURING SUCH TIME ONLY AS
THE DIRECTOR IN WHOSE PLACE HE IS ELECTED
WOULD HAVE HELD THE SAME IF HE HAD NOT BEEN
REMOVED. NOTHING IN THIS ARTICLE SHOULD BE
TAKEN AS DEPRIVING A DIRECTOR REMOVED UNDER
ANY PROVISIONS OF THIS ARTICLE OF
COMPENSATION OR DAMAGES PAYABLE TO HIM IN
RESPECT OF THE TERMINATION OF HIS
APPOINTMENT AS DIRECTOR OR OF ANY OTHER
APPOINTMENT OR OFFICE AS A RESULT OF THE
TERMINATION OF HIS APPOINTMENT AS DIRECTOR
OR AS DEROGATORY FROM ANY POWER TO REMOVE A
DIRECTOR WHICH MAY EXIST APART FROM THE
PROVISION OF THIS ARTICLE, SUBJECT ALWAYS
TO APPLICABLE LUXEMBOURG LAWS. 10.6 IN THE
EVENT THAT, AT THE TIME OF A MEETING OF THE
BOARD, THERE ARE EQUAL VOTES IN FAVOUR AND
AGAINST A RESOLUTION, THE CHAIRMAN OF THE
MEETING SHALL HAVE A CASTING VOTE. 10.7 THE
BOARD SHALL HAVE THE MOST EXTENSIVE POWERS
TO CARRY OUT ALL ACTS NECESSARY TO OR
USEFUL IN THE FULFILMENT OF THE CORPORATE
PURPOSE OF THE COMPANY. ALL MATTERS NOT
EXPRESSLY RESERVED TO THE GENERAL MEETING
OF SHAREHOLDERS BY LAW OR BY THESE ARTICLES
SHALL BE WITHIN ITS COMPETENCE. 10.8
WITHOUT PREJUDICE TO THE GENERAL POWERS
CONFERRED BY THESE ARTICLES AND LUXEMBOURG
COMPANIES LAW, IT IS HEREBY EXPRESSLY
DECLARED THAT THE BOARD SHALL HAVE THE
FOLLOWING POWERS: (A) TO MAKE AND CONCLUDE
ALL AND ANY AGREEMENTS AND DEEDS NECESSARY
IN THE EXECUTION OF ANY UNDERTAKINGS OR
OPERATIONS OF INTEREST TO THE COMPANY; (B)
TO DECIDE ON ANY FINANCIAL CONTRIBUTIONS,
TRANSFERS, SUBSCRIPTIONS, PARTNERSHIPS,
ASSOCIATIONS, PARTICIPATIONS AND
INTERVENTIONS RELATING TO THE SAID
OPERATIONS; (C) TO CASH IN ALL AND ANY
AMOUNTS DUE BELONGING TO THE COMPANY AND
GIVE VALID RECEIPT FOR THE SAME; (D) CARRY
OUT AND AUTHORISE ALL AND ANY WITHDRAWALS,
TRANSFERS AND ALIENATIONS OF FUNDS,
ANNUITIES, DEBTS RECEIVABLE, PROPERTY OR
SECURITIES BELONGING TO THE COMPANY; (E) TO
LEND OR BORROW IN THE LONG OR SHORT TERM,
INCLUDING BY MEANS OF THE ISSUE OF BONDS,
WITH OR WITHOUT GUARANTEES (SUCH BONDS MAY
BE CONVERTIBLE BONDS, IF SO APPROVED BY THE
COMPANY IN GENERAL MEETING). 10.9 THE
SHAREHOLDERS WISH THAT, IN THE PERFORMANCE
OF ITS DUTIES, THE BOARD TAKES INTO ACCOUNT
THE SOCIAL, ENVIRONMENTAL, ECONOMIC AND
LEGAL EFFECTS OF ITS ACTIONS. MORE
PRECISELY, THE BOARD SHALL TAKE INTO
CONSIDERATION, IN ADDITION TO THE INTERESTS
OF THE SHAREHOLDERS, THE INTERESTS OF THE
COMPANY'S EMPLOYEES, CUSTOMERS, COMMUNITIES
AFFECTED BY THE COMPANY, AND THE LOCAL AND
GLOBAL ENVIRONMENT, AS WELL AS THE
SHORT-TERM AND LONG-TERM INTERESTS OF THE
COMPANY. THE EXPANDED PURPOSE OF THE
COMPANY AS DESCRIBED IN ARTICLE 3.8 AND THE
PROVISION OF THIS ARTICLE EXPRESS ONLY THE
WISHES OF THE SHAREHOLDERS OF THE COMPANY
AND DO NOT CONSTITUTE A COMMITMENT BY THE
COMPANY, OR A QUASI-CONTRACT BETWEEN THE
COMPANY AND ANY STAKEHOLDER, AND DO NOT
CREATE ANY OBLIGATION OF ANY KIND
WHATSOEVER TO ANY THIRD PARTY. 10.10 THE
DIRECTORS MAY ONLY ACT WITHIN THE FRAMEWORK
OF DULY CONVENED MEETINGS OF THE BOARD OR
BY WAY OF CIRCULAR RESOLUTIONS EXECUTED BY
ALL THE DIRECTORS IN ACCORDANCE WITH THESE
ARTICLES. 10.11 IN ACCORDANCE WITH ARTICLE
441-10 OF THE LUXEMBOURG COMPANIES LAW, THE
DAILY MANAGEMENT OF THE COMPANY AS WELL AS
THE REPRESENTATION OF THE COMPANY IN
RELATION THERETO MAY BE DELEGATED TO ONE OR
MORE DIRECTORS, OFFICERS, MANAGERS OR OTHER
AGENTS, SHAREHOLDER OR NOT, ACTING ALONE,
JOINTLY OR IN THE FORM OF COMMITTEE(S).
THEIR NOMINATION, REVOCATION AND POWERS AS
WELL AS SPECIAL COMPENSATIONS SHALL BE
DETERMINED BY A RESOLUTION OF THE BOARD.
10.12 THE BOARD MAY LIKEWISE CONFER ALL AND
ANY SPECIAL POWERS TO ONE OR MORE BOARD
COMMITTEES OR PROXIES OF ITS OWN CHOOSING,
WHO NEED NOT BE DIRECTORS OF THE COMPANY.
10.13 THE BOARD SHALL CHOOSE A CHAIRMAN
AMONG ITS MEMBERS AND MAY ALSO ELECT ONE OR
MORE VICE CHAIRMEN FROM AMONG ITS OWN
MEMBERS. THE BOARD SHALL MEET UPON A CALL
TO DO SO FROM ITS CHAIRMAN OR OF ANY TWO
DIRECTORS AT SUCH PLACE AS SHALL BE
INDICATED IN THE CONVENING NOTICE. IT MAY
ALSO CHOOSE A SECRETARY, WHO NEED NOT BE A
DIRECTOR, AND WHO SHALL BE RESPONSIBLE FOR,
AMONG OTHER THINGS, KEEPING THE MINUTES OF
THE MEETINGS OF THE BOARD AND OF THE
SHAREHOLDERS. 10.14 THE CHAIRMAN OF THE
BOARD SHALL PRESIDE OVER MEETINGS OF THE
BOARD BUT, IN HIS ABSENCE, THE BOARD MAY
DESIGNATE BY A MAJORITY VOTE ANOTHER
DIRECTOR TO TAKE THE CHAIR OF SUCH MEETING
17 TO AMEND ARTICLES 12.8 AND 12.9 OF THE Mgmt For For
ARTICLES OF ASSOCIATION OF THE COMPANY,
WHICH SHALL HENCEFORTH READ AS FOLLOWS:
''12.8 SAVE AS OTHERWISE PROVIDED BY THE
LUXEMBOURG COMPANIES LAW, ANY DIRECTOR WHO
HAS, DIRECTLY OR INDIRECTLY, A FINANCIAL
INTEREST CONFLICTING WITH THE INTEREST OF
THE COMPANY IN CONNECTION WITH A
TRANSACTION FALLING WITHIN THE COMPETENCE
OF THE BOARD, MUST INFORM THE BOARD OF SUCH
CONFLICT OF INTEREST AND MUST HAVE HIS
DECLARATION RECORDED IN THE MINUTES OF THE
BOARD MEETING. THE RELEVANT DIRECTOR MAY
NOT TAKE PART IN THE DISCUSSIONS RELATING
TO SUCH TRANSACTION NOR VOTE ON SUCH
TRANSACTION.'' ''12.9 ANY CONFLICT OF
INTEREST PURSUANT TO ARTICLE 12.8 MUST BE
REPORTED TO THE NEXT GENERAL MEETING OF
SHAREHOLDERS PRIOR TO SUCH MEETING TAKING
ANY RESOLUTION ON ANY OTHER ITEM
18 TO AMEND ARTICLE 13.3 OF THE ARTICLES OF Mgmt For For
ASSOCIATION OF THE COMPANY, WHICH SHALL
HENCEFORTH READ AS FOLLOWS: '13.3 THE
STATUTORY AUDITOR IN OFFICE MAY BE REMOVED
AT ANY TIME, WITH OR WITHOUT CAUSE, WHEREAS
THE INDEPENDENT AUDITOR IN OFFICE MAY ONLY
BE REMOVED (I) WITH CAUSE OR (II) WITH HIS
APPROVAL AND THE APPROVAL OF THE GENERAL
MEETING OF SHAREHOLDERS. THE REMOVAL OR
APPOINTMENT OF A STATUTORY AUDITOR OR
INDEPENDENT AUDITOR SHALL BE APPROVED BY
THE SHAREHOLDERS IN GENERAL MEETING,
PROVIDED THAT THE COMPANY GIVES ITS MEMBERS
(I) NO LESS THAN 21 CALENDAR DAYS' NOTICE
IN CASE OF AN ANNUAL GENERAL MEETING OR
(II) NO LESS THAN 15 CALENDAR DAYS' NOTICE
IN CASE OF ANY OTHER GENERAL MEETING
19 TO AMEND ARTICLES 15.1, 15.5, 15.11, 15.12, Mgmt For For
15.14, 15.15, 15.18 AND 15.32 OF THE
ARTICLES OF ASSOCIATION OF THE COMPANY,
WHICH SHALL HENCEFORTH READ AS FOLLOWS:
''15.1 THE COMPANY SHALL IN EACH FINANCIAL
YEAR HOLD A GENERAL MEETING AS ITS ANNUAL
GENERAL MEETING IN ADDITION TO ANY OTHER
MEETING IN THAT YEAR AND SHALL SPECIFY THE
MEETING AS SUCH IN THE NOTICES CALLING IT.
THE ANNUAL GENERAL MEETING SHALL BE HELD IN
LUXEMBOURG AT THE REGISTERED OFFICE OF THE
COMPANY, AND/OR AT ANY OTHER LOCATION AS
MAY BE INDICATED IN THE CONVENING NOTICES,
ON THE LAST WEDNESDAY IN THE MONTH OF
SEPTEMBER AT 10 A.M. (CEST) OR, IN CASE
SUCH DAY IS NOT A BUSINESS DAY, THE ANNUAL
GENERAL MEETING OF SHAREHOLDERS SHALL BE
HELD ON THE IMMEDIATELY FOLLOWING BUSINESS
DAY. SHAREHOLDERS MAY TAKE PART AT THE
ANNUAL GENERAL MEETING THROUGH
VIDEO-CONFERENCE OR ANY OTHER
TELECOMMUNICATIONS FACILITY PROVIDED THAT
ALL PARTICIPANTS ARE THEREBY ABLE TO
COMMUNICATE CONTEMPORANEOUSLY BY VIDEO
AND/OR VOICE WITH ALL OTHER PARTICIPANTS.
THE MEANS OF COMMUNICATION USED MUST ALLOW
ALL THE PERSONS TAKING PART IN THE MEETING
TO HEAR ONE ANOTHER ON A CONTINUOUS BASIS
AND MUST ALLOW AN EFFECTIVE PARTICIPATION
OF ALL SUCH PERSONS IN THE MEETING.
PARTICIPATION IN A MEETING PURSUANT TO THIS
ARTICLE SHALL CONSTITUTE PRESENCE IN PERSON
AT SUCH MEETING AND SUCH PERSONS SHALL BE
ENTITLED TO VOTE AT SUCH MEETINGS AND ARE
DEEMED TO BE PRESENT FOR THE COMPUTATION OF
THE QUORUM AND VOTES.'' ''15.5 EACH SHARE
IS ENTITLED TO ONE VOTE. EXCEPT AS
OTHERWISE REQUIRED BY LAW (INCLUDING THE
LISTING RULES) OR THESE ARTICLES, AND
SUBJECT TO ARTICLE 15.6, RESOLUTIONS AT A
GENERAL MEETING OF SHAREHOLDERS DULY
CONVENED WILL BE ADOPTED AT A SIMPLE
MAJORITY OF THE VOTES CAST. THE VOTES CAST
SHALL NOT INCLUDE VOTES ATTACHING TO SHARES
IN RESPECT OF WHICH THE SHAREHOLDER HAS NOT
TAKEN PART IN THE VOTE OR HAS ABSTAINED OR
IS OTHERWISE REQUIRED TO ABSTAIN BY LAW
(INCLUDING THE LISTING RULES) OR THE
ARTICLES OR HAS RETURNED A BLANK OR INVALID
VOTE. AT ANY GENERAL MEETING, ANY
RESOLUTION PUT TO THE VOTE OF THE MEETING
SHALL BE DECIDED BY POLL.'' ''15.11 THE
BOARD MAY, WHENEVER THEY THINK FIT, CONVENE
A GENERAL MEETING AT SUCH TIME AND PLACE AS
THE BOARD MAY DETERMINE AND AS SHALL BE
SPECIFIED IN THE NOTICE OF SUCH MEETING IN
ACCORDANCE WITH THESE ARTICLES. SAVE FOR
ANY GENERAL MEETING CONVENED BY THE BOARD
PURSUANT TO THESE ARTICLES, NO OTHER
GENERAL MEETING SHALL BE CONVENED EXCEPT ON
THE WRITTEN REQUISITION OF ANY ONE OR MORE
MEMBERS OF THE COMPANY DEPOSITED AT THE
REGISTERED OFFICE OF THE COMPANY IN
LUXEMBOURG OR THE OFFICE OF THE COMPANY IN
HONG KONG, SPECIFYING THE OBJECTS OF THE
MEETING (INCLUDING THE RESOLUTION(S) TO BE
ADDED TO THE AGENDA, IF ANY) AND SIGNED BY
THE REQUISITIONISTS, PROVIDED THAT SUCH
REQUISITIONISTS HELD AS AT THE DATE OF
DEPOSIT OF THE REQUISITION NOT LESS THAN
10% OF THE SHARE CAPITAL OF THE COMPANY OR
THE VOTING RIGHTS, ON A ONE VOTE PER SHARE
BASIS, IN THE SHARE CAPITAL OF THE COMPANY.
IF THE BOARD DOES NOT WITHIN 2 CALENDAR
DAYS FROM THE DATE OF DEPOSIT OF THE
REQUISITION PROCEED DULY TO CONVENE THE
MEETING TO BE HELD WITHIN A FURTHER 28
CALENDAR DAYS, THE REQUISITIONIST(S)
THEMSELVES OR ANY OF THEM REPRESENTING MORE
THAN ONE-HALF OF THE TOTAL VOTING RIGHTS OF
ALL OF THEM, MAY CONVENE THE GENERAL
MEETING IN THE SAME MANNER, AS NEARLY AS
POSSIBLE, AS THAT IN WHICH MEETINGS MAY BE
CONVENED BY THE BOARD PROVIDED THAT ANY
MEETING SO CONVENED SHALL NOT BE HELD AFTER
THE EXPIRATION OF THREE MONTHS FROM THE
DATE OF DEPOSIT OF THE REQUISITION, AND ALL
REASONABLE EXPENSES INCURRED BY THE
REQUISITIONIST(S) AS A RESULT OF THE
FAILURE OF THE BOARD SHALL BE DEDUCTED FROM
THE DIRECTORS' FEES OR REMUNERATION.''
''15.12 ON REQUISITION IN WRITING BY
MEMBERS REPRESENTING, ON THE DATE OF
DEPOSIT OF THE REQUISITION, NOT LESS THAN
10% OF THE SHARE CAPITAL OF THE COMPANY OR
VOTING RIGHTS OF ALL MEMBERS, ON A ONE VOTE
PER SHARE BASIS, WHO HAVE A RIGHT TO VOTE
AT THE MEETING TO WHICH THE REQUISITION
RELATES OR NOT LESS THAN 50 MEMBERS HOLDING
SHARES IN THE COMPANY ON WHICH THERE HAS
BEEN PAID UP AN AVERAGE SUM, PER MEMBER, OF
NOT LESS THAN HKD 2,000, THE COMPANY SHALL,
AT THE EXPENSE OF THE REQUISITIONISTS: (A)
GIVE TO MEMBERS ENTITLED TO RECEIVE NOTICE
OF THAT ANNUAL GENERAL MEETING NOTICE OF
ANY RESOLUTION WHICH MAY BE PROPERLY MOVED
AND IS INTENDED TO BE MOVED AT THAT
MEETING; AND (B) CIRCULATE TO MEMBERS
ENTITLED TO HAVE NOTICE OF ANY GENERAL
MEETING SENT TO THEM A STATEMENT OF NOT
MORE THAN 1,000 WORDS WITH RESPECT TO THE
MATTER REFERRED TO IN THE PROPOSED
RESOLUTION OR THE BUSINESS TO BE DEALT WITH
IN THE MEETING.'' ''15.14 AN ANNUAL GENERAL
MEETING SHALL BE CALLED BY NOT LESS THAN 21
CALENDAR DAYS' NOTICE IN WRITING AND ANY
OTHER GENERAL MEETING SHALL BE CALLED BY
NOT LESS THAN 15 CALENDAR DAYS' NOTICE IN
WRITING. THE NOTICE SHALL BE EXCLUSIVE OF
THE DAY ON WHICH IT IS SERVED OR DEEMED TO
BE SERVED AND OF THE DAY FOR WHICH IT IS
GIVEN.'' ''15.15 CONVENING NOTICES FOR ANY
GENERAL MEETING SHALL TAKE THE FORM OF
ANNOUNCEMENTS FILED WITH THE LUXEMBOURG
TRADE AND COMPANIES REGISTER AND PUBLISHED
AT LEAST 21 CALENDAR DAYS BEFORE AN ANNUAL
GENERAL MEETING OF THE COMPANY AND AT LEAST
15 CALENDAR DAYS BEFORE ANY OTHER GENERAL
MEETING OF THE COMPANY, ON THE RECUEIL
ELECTRONIQUE DES SOCIETES ET ASSOCIATIONS
AND IN A LUXEMBOURG NEWSPAPER. NOTICES BY
MAIL SHALL BE SENT AT LEAST 8 DAYS BEFORE
THE GENERAL MEETING TO THE REGISTERED
SHAREHOLDERS BY ORDINARY MAIL (LETTRE
MISSIVE). ALTERNATIVELY, THE CONVENING
NOTICES MAY BE EXCLUSIVELY MADE BY
REGISTERED MAIL IN CASE THE COMPANY HAS
ONLY ISSUED REGISTERED SHARES OR IF THE
ADDRESSEES HAVE INDIVIDUALLY AGREED TO
RECEIVE THE CONVENING NOTICES BY ANOTHER
MEANS OF COMMUNICATION ENSURING ACCESS TO
THE INFORMATION, BY SUCH MEANS OF
COMMUNICATION.'' ''15.18 EXCEPT AS
OTHERWISE PROVIDED IN THESE ARTICLES, ANY
NOTICE OR DOCUMENT MAY BE SERVED BY THE
COMPANY ON ANY MEMBER EITHER PERSONALLY OR
BY SENDING IT THROUGH THE REGISTERED MAIL
IN A PREPAID LETTER ADDRESSED TO SUCH
MEMBER AT HIS REGISTERED ADDRESS AS
APPEARING IN THE REGISTER OR, TO THE EXTENT
PERMITTED BY THE LUXEMBOURG COMPANIES LAW,
THE LISTING RULES AND ALL APPLICABLE LAWS
AND REGULATIONS, BY ELECTRONIC MEANS BY
TRANSMITTING IT TO ANY ELECTRONIC NUMBER OR
ADDRESS OR WEBSITE SUPPLIED BY THE MEMBER
TO THE COMPANY OR BY PLACING IT ON THE
COMPANY'S WEBSITE PROVIDED THAT THE COMPANY
HAS OBTAINED THE MEMBER'S PRIOR EXPRESS
POSITIVE CONFIRMATION IN WRITING TO RECEIVE
OR OTHERWISE HAVE MADE AVAILABLE TO HIM
NOTICES AND DOCUMENTS TO BE GIVEN OR ISSUED
TO HIM BY THE COMPANY BY SUCH ELECTRONIC
MEANS, OR (IN THE CASE OF NOTICE) BY
ADVERTISEMENT PUBLISHED IN A NEWSPAPER. IN
THE CASE OF JOINT HOLDERS OF A SHARE, ALL
NOTICES SHALL BE GIVEN TO THAT HOLDER FOR
THE TIME BEING WHOSE NAME STANDS FIRST IN
THE REGISTER AND NOTICE SO GIVEN SHALL BE
SUFFICIENT NOTICE TO ALL THE JOINT
HOLDERS.'' ''15.32 A VOTE GIVEN IN
ACCORDANCE WITH THE TERMS OF AN INSTRUMENT
OF PROXY OR RESOLUTION OF A MEMBER SHALL BE
VALID NOTWITHSTANDING THE PREVIOUS DEATH OR
INSANITY OF THE PRINCIPAL OR REVOCATION OF
THE PROXY OR POWER OF ATTORNEY OR OTHER
AUTHORITY UNDER WHICH THE PROXY OR
RESOLUTION OF A MEMBER WAS EXECUTED OR
REVOCATION OF THE RELEVANT RESOLUTION OR
THE TRANSFER OF THE SHARE IN RESPECT OF
WHICH THE PROXY WAS GIVEN, PROVIDED THAT NO
INTIMATION IN WRITING OF SUCH DEATH,
INSANITY, REVOCATION OR TRANSFER AS
AFORESAID SHALL HAVE BEEN RECEIVED BY THE
COMPANY AT ITS REGISTERED OFFICE AT LEAST
TWO HOURS BEFORE THE COMMENCEMENT OF THE
MEETING OR ADJOURNED MEETING AT WHICH THE
PROXY IS USED
20 TO AMEND ARTICLE 16.7 OF THE ARTICLES OF Mgmt For For
ASSOCIATION OF THE COMPANY, WHICH SHALL
HENCEFORTH READ AS FOLLOWS: ''16.7 THE
COMPANY'S UNDISTRIBUTABLE RESERVES ARE: (A)
THE CAPITAL REDEMPTION RESERVE; AND (B) ANY
OTHER RESERVE WHICH THE COMPANY IS
PROHIBITED FROM DISTRIBUTING BY ANY
ENACTMENT INCLUDING THE COMPANIES ORDINANCE
OR BY THESE ARTICLES
21 TO AMEND ARTICLE 21.2 OF THE ARTICLES OF Mgmt For For
ASSOCIATION OF THE COMPANY, WHICH SHALL
HENCEFORTH READ AS FOLLOWS: ''21.2 THE
EXTRAORDINARY GENERAL MEETING AT WHICH ANY
ALTERATION TO THESE ARTICLES IS CONSIDERED
SHALL NOT VALIDLY DELIBERATE UNLESS AT
LEAST ONE HALF OF THE SHARE CAPITAL OF THE
COMPANY OR THE VOTING RIGHTS ATTACHED TO
THE ISSUED SHARE CAPITAL IS PRESENT OR
REPRESENTED AND THE AGENDA INDICATES THE
PROPOSED AMENDMENTS TO THE ARTICLES AND,
WHERE APPLICABLE, THE TEXT OF THOSE WHICH
CONCERN THE OBJECTS OR THE FORM OF THE
COMPANY. IF THE FIRST OF THESE CONDITIONS
IS NOT SATISFIED, A SECOND EXTRAORDINARY
GENERAL MEETING MAY BE CONVENED, IN
ACCORDANCE WITH THE PROVISIONS OF ARTICLE
15.15. THE SECOND EXTRAORDINARY GENERAL
MEETING SHALL VALIDLY DELIBERATE AS LONG AS
TWO MEMBERS ARE PRESENT IN PERSON OR BY
PROXY, REGARDLESS OF THE PROPORTION OF THE
CAPITAL REPRESENTED
--------------------------------------------------------------------------------------------------------------------------
LECTRA SA Agenda Number: 716824099
--------------------------------------------------------------------------------------------------------------------------
Security: F56028107
Meeting Type: AGM
Meeting Date: 28-Apr-2023
Ticker:
ISIN: FR0000065484
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0322/202303222300619
.pdf
1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For
STATEMENTS FOR THE FISCAL YEAR ENDED
DECEMBER 31, 2022
2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FISCAL YEAR ENDED
DECEMBER 31, 2022
3 DISCHARGE GRANTED TO THE DIRECTORS FOR THE Mgmt For For
PERFORMANCE OF THEIR DUTIES
4 APPROPRIATION OF INCOME FOR THE FISCAL YEAR Mgmt For For
ENDED DECEMBER 31, 2022 AND SETTING OF THE
DIVIDEND
5 APPROVAL OF THE INFORMATION RELATING TO THE Mgmt For For
COMPENSATION PAID TO THE COMPANY OFFICERS
IN RESPECT OF THE FISCAL YEAR ENDED
DECEMBER 31, 2022
6 APPROVAL OF THE FIXED AND VARIABLE Mgmt For For
COMPONENTS MAKING UP THE TOTAL COMPENSATION
AND BENEFITS OF ALL KINDS PAID OR GRANTED
TO DANIEL HARARI, CHAIRMAN AND CHIEF
EXECUTIVE OFFICER, IN RESPECT OF THE FISCAL
YEAR ENDED DECEMBER 31, 2022
7 APPOINTMENT OF KARINE CALVET AS A DIRECTOR Mgmt For For
8 APPOINTMENT OF PIERRE-YVES ROUSSEL AS A Mgmt For For
DIRECTOR
9 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
DANIEL HARARI, CHAIRMAN AND CHIEF EXECUTIVE
OFFICER, IN RESPECT OF THE FISCAL YEAR 2023
10 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For
DIRECTORS IN RESPECT OF THE FISCAL YEAR
2023
11 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For
CARRY OUT TRANSACTIONS IN THE COMPANY'S
SHARES FOR THE PURPOSE OF MAINTAINING A
LIQUID MARKET IN THE COMPANY'S SHARES
WITHIN THE FRAMEWORK OF A LIQUIDITY
AGREEMENT
12 POWERS TO CARRY OUT LEGAL FORMALITIES Mgmt For For
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK.
--------------------------------------------------------------------------------------------------------------------------
MELROSE INDUSTRIES PLC Agenda Number: 717121610
--------------------------------------------------------------------------------------------------------------------------
Security: G5973J210
Meeting Type: AGM
Meeting Date: 08-Jun-2023
Ticker:
ISIN: GB00BNGDN821
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANYS AUDITED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31
DECEMBER 2022 TOGETHER WITH THE REPORTS
THEREON
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 31 DECEMBER 2022
3 TO APPROVE THE 2023 DIRECTORS REMUNERATION Mgmt For For
POLICY
4 TO RE-ELECT CHRISTOPHER MILLER AS A Mgmt For For
DIRECTOR
5 TO RE-ELECT SIMON PECKHAM AS A DIRECTOR Mgmt For For
6 TO RE-ELECT GEOFFREY MARTIN AS A DIRECTOR Mgmt For For
7 TO RE-ELECT PETER DILNOT AS A DIRECTOR Mgmt For For
8 TO RE-ELECT JUSTIN DOWLEY AS A DIRECTOR Mgmt For For
9 TO RE-ELECT DAVID LIS AS A DIRECTOR Mgmt For For
10 TO RE-ELECT CHARLOTTE TWYNING AS A DIRECTOR Mgmt For For
11 TO RE-ELECT FUNMI ADEGOKE AS A DIRECTOR Mgmt For For
12 TO RE-ELECT HEATHER LAWRENCE AS A DIRECTOR Mgmt For For
13 TO RE-ELECT VICTORIA JARMAN AS A DIRECTOR Mgmt For For
14 TO RE-APPOINT DELOITTE LLP AS AUDITOR Mgmt For For
15 TO AUTHORISE THE AUDIT COMMITTEE TO Mgmt For For
DETERMINE THE AUDITORS REMUNERATION
16 TO RENEW THE AUTHORITY GIVEN TO DIRECTORS Mgmt For For
TO ALLOT SHARES
17 TO GIVE THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
EQUITY SECURITIES WITHOUT APPLICATION OF
PRE-EMPTION RIGHTS
18 TO GIVE THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
EQUITY SECURITIES FOR THE PURPOSE OF
FINANCING AN ACQUISITION OF PRE-EMPTION
RIGHTS
19 TO AUTHORISE MARKET PURCHASES OF SHARES Mgmt For For
20 TO APPROVE THE CALLING OF A GENERAL MEETING Mgmt For For
OTHER THAN AN ANNUAL GENERAL MEETING ON NOT
LESS THAN 14 CLEAR DAYS NOTICE
21 TO AMEND THE COMPANYS ARTICLES OF Mgmt For For
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
MOTOR OIL (HELLAS) CORINTH REFINERIES SA Agenda Number: 715970631
--------------------------------------------------------------------------------------------------------------------------
Security: X55904100
Meeting Type: EGM
Meeting Date: 08-Sep-2022
Ticker:
ISIN: GRS426003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. APPROVAL OF (A) A TRANSACTION BETWEEN Mgmt For For
"MOTOR OIL RENEWABLE ENERGY" SINGLE MEMBER
S.A." AND THE COMPANY "ELLAKTOR SOCIETE
ANONYME" AND (B) SIGNING THE RELEVANT DRAFT
AGREEMENT PURCHASE AND SALE AND THE DRAFT
SHAREHOLDERS' AGREEMENT BETWEEN "MOTOR OIL
RENEWABLE" ENERGY SINGLE MEMBER S.A." AND
"ELLAKTOR SOCIETE ANONYME"
CMMT 15 AUG 2022: PLEASE NOTE IN THE EVENT THE Non-Voting
MEETING DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 22 SEP 2022 AT 10:00.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU
CMMT 24 AUG 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS AND
CHANGE IN NUMBERING OF RESOLUTION 1. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 16 AUG 2022: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
MOTOR OIL (HELLAS) CORINTH REFINERIES SA Agenda Number: 716717763
--------------------------------------------------------------------------------------------------------------------------
Security: X55904100
Meeting Type: EGM
Meeting Date: 22-Mar-2023
Ticker:
ISIN: GRS426003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1. GRANTING OF TREASURY SHARES HELD BY THE Mgmt For For
COMPANY TO THE EXECUTIVE BOARD MEMBERS OF
THE COMPANY AND TOP EXECUTIVE OFFICERS OF
THE COMPANY ACCORDING TO THE PROVISIONS OF
ARTICLE 114 OF THE LAW 4548/2018
2. ESTABLISHMENT OF A LONG-TERM PLAN GRANTING Mgmt For For
COMPANY TREASURY SHARES TO THE EXECUTIVE
BOARD MEMBERS OF THE COMPANY, TO MEMBERS
BELONGING TO THE TOP AND HIGHER MANAGERIAL
LEVEL OF THE COMPANY OR/AND OF THE
AFFILIATED WITH THE COMPANY CORPORATIONS
3. ESTABLISHMENT OF A LONG-TERM PLAN GRANTING Mgmt For For
COMPANY TREASURY SHARES TO THE EXECUTIVE
BOARD MEMBERS OF THE COMPANY AND TO COMPANY
EMPLOYEES AS WELL AS EMPLOYEES OF THE
AFFILIATED WITH THE COMPANY CORPORATIONS
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 10 MAR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
MUNTERS GROUP AB Agenda Number: 717077639
--------------------------------------------------------------------------------------------------------------------------
Security: W5S77G155
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: SE0009806607
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 OPEN MEETING Non-Voting
2 ELECTION OF CHAIRMAN OF THE GENERAL MEETING Mgmt For For
3 PREPARATION AND APPROVAL OF THE VOTING LIST Mgmt For For
4 APPROVAL OF THE AGENDA Mgmt For For
5 DETERMINATION OF WHETHER THE GENERAL Mgmt For For
MEETING HAS BEEN DULY CONVENED
6 DESIGNATE INSPECTOR(S) OF MINUTES OF Non-Voting
MEETING
7 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting
REPORTS
8 RESOLUTION ON ADOPTION OF THE INCOME Mgmt For For
STATEMENT, THE BALANCE SHEET, THE
CONSOLIDATED INCOME STATEMENT AND THE
CONSOLIDATED BALANCE SHEET FOR 2022
9 RESOLUTION ON APPROPRIATION OF THE COMPANYS Mgmt For For
RESULTS IN ACCORDANCE WITH THE ADOPTED
BALANCE SHEET
10.A RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: HAKAN BUSKHE (BOARD
MEMBER)
10.B RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: HELEN FASTH GILLSTEDT
(BOARD MEMBER)
10.C RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: KLAS FORSSTROM (CEO)
10.D RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: PER HALLIUS (BOARD MEMBER)
10.E RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: SIMON HENRIKSSON (EMPLOYEE
REPRESENTATIVE)
10.F RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MARIA HAKANSSON (BOARD
MEMBER)
10.G RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: TOR JANSSON (DEPUTY
EMPLOYEE REPRESENTATIVE)
10.H RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MAGNUS LINDQUIST (BOARD
MEMBER, CHAIR)
10.I RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ANDERS LINDQVIST (BOARD
MEMBER)
10.J RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: MAGNUS NICOLIN (BOARD
MEMBER, CHAIR)
10.K RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: LENA OLVING (BOARD MEMBER)
10.L RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: KRISTIAN SILDEBY (BOARD
MEMBER)
10.M RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: JUAN VARGUES (BOARD
MEMBER)
10.N RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ROBERT WAHLGREN (EMPLOYEE
REPRESENTATIVE)
10.O RESOLUTION ON DISCHARGE OF THE BOARD MEMBER Mgmt For For
AND THE CEO FROM PERSONAL LIABILITY TOWARDS
THE COMPANY FOR THE ADMINISTRATION OF THE
COMPANY IN 2022: ANNA WESTERBERG (BOARD
MEMBER)
11 RESOLUTION ON NUMBER OF BOARD MEMBERS (7) Mgmt For For
AND ALTERNATE BOARD MEMBERS (0) TO BE
ELECTED BY THE GENERAL MEETING
12 RESOLUTION ON REMUNERATION FOR BOARD Mgmt For For
MEMBERS
13.A ELECTION OF BOARD MEMBER: HELEN FASTH Mgmt For For
GILLSTEDT (RE-ELECTION)
13.B ELECTION OF BOARD MEMBER: MARIA HAKANSSON Mgmt For For
(RE-ELECTION)
13.C ELECTION OF BOARD MEMBER: ANDERS LINDQVIST Mgmt For For
(RE-ELECTION)
13.D ELECTION OF BOARD MEMBER: MAGNUS NICOLIN Mgmt For For
(RE-ELECTION)
13.E ELECTION OF BOARD MEMBER: KRISTIAN SILDEBY Mgmt For For
(RE-ELECTION)
13.F ELECTION OF BOARD MEMBER: ANNA WESTERBERG Mgmt For For
(RE-ELECTION)
13.G ELECTION OF BOARD MEMBER: SABINE Mgmt For For
SIMEON-AISSAOUI (NEW ELECTION)
14.A ELECTION OF CHAIRMAN OF THE BOARD OF Mgmt For For
DIRECTOR: MAGNUS NICOLIN (RE-ELECTION)
15 RESOLUTION ON REMUNERATION FOR THE AUDITOR Mgmt For For
16 RESOLUTION ON GUIDELINES FOR THE Mgmt For For
REMUNERATION OF SENIOR EXECUTIVES
17 RESOLUTION ON APPROVAL OF THE REMUNERATION Mgmt For For
REPORT
18 RESOLUTION ON AUTHORISATION FOR THE BOARD Mgmt For For
OF DIRECTORS TO ISSUE NEW SHARES AND/OR
CONVERTIBLE BONDS AND/OR WARRANTS
19 RESOLUTION ON AUTHORISATION FOR THE BOARD Mgmt For For
OF DIRECTORS TO RESOLVE ON TRANSFER OF OWN
SHARES
20 CLOSE MEETING Non-Voting
CMMT 20 APR 2023: PLEASE NOTE THAT IF YOU HOLD Non-Voting
CREST DEPOSITORY INTERESTS (CDIS) AND
PARTICIPATE AT THIS MEETING, YOU (OR YOUR
CREST SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT 20 APR 2023: PLEASE NOTE SHARE BLOCKING Non-Voting
WILL APPLY FOR ANY VOTED POSITIONS SETTLING
THROUGH EUROCLEAR BANK.
CMMT 20 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NEW HOPE CORPORATION LTD Agenda Number: 716232450
--------------------------------------------------------------------------------------------------------------------------
Security: Q66635105
Meeting Type: AGM
Meeting Date: 24-Nov-2022
Ticker:
ISIN: AU000000NHC7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 1,5,6 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
1 ADOPTION OF REMUNERATION REPORT Mgmt For For
2 RE-ELECTION OF DIRECTOR - MR IAN WILLIAMS Mgmt For For
3 RE-ELECTION OF DIRECTOR - MS JAQUELINE Mgmt For For
MCGILL AO
4 ELECTION OF DIRECTOR - MR STEVEN BOULTON Mgmt For For
5 APPROVAL OF THE NEW HOPE CORPORATION Mgmt For For
LIMITED RIGHTS PLAN
6 ISSUE OF RIGHTS TO CHIEF EXECUTIVE OFFICER Mgmt For For
7 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL : AMENDMENT TO THE
CONSTITUTION - MARKET FORCES
8 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL : CAPITAL PROTECTION -
MARKET FORCES
--------------------------------------------------------------------------------------------------------------------------
NEXTAGE CO.,LTD. Agenda Number: 716636420
--------------------------------------------------------------------------------------------------------------------------
Security: J4914Y102
Meeting Type: AGM
Meeting Date: 22-Feb-2023
Ticker:
ISIN: JP3758210003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Hirota, Seiji Mgmt For For
2.2 Appoint a Director Hamawaki, Koji Mgmt For For
2.3 Appoint a Director Nomura, Masashi Mgmt For For
2.4 Appoint a Director Matsui, Tadamitsu Mgmt For For
2.5 Appoint a Director Endo, Isao Mgmt For For
2.6 Appoint a Director Fukushima, Junko Mgmt For For
3 Approve Details of the Compensation to be Mgmt For For
received by Directors
--------------------------------------------------------------------------------------------------------------------------
NINGBO ORIENT WIRES & CABLES CO LTD Agenda Number: 715966670
--------------------------------------------------------------------------------------------------------------------------
Security: Y6365U102
Meeting Type: EGM
Meeting Date: 23-Aug-2022
Ticker:
ISIN: CNE100001T23
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 1.1 THROUGH 1.6 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
1.1 ELECTION OF NON-INDEPENDENT DIRECTOR: XIA Mgmt For For
CHONGYAO
1.2 ELECTION OF NON-INDEPENDENT DIRECTOR: XIA Mgmt For For
FENG
1.3 ELECTION OF NON-INDEPENDENT DIRECTOR: LE Mgmt For For
JUNJIE
1.4 ELECTION OF NON-INDEPENDENT DIRECTOR: KE Mgmt For For
JUN
1.5 ELECTION OF NON-INDEPENDENT DIRECTOR: XIA Mgmt For For
SHANZHONG
1.6 ELECTION OF NON-INDEPENDENT DIRECTOR: PAN Mgmt For For
CHUZHI
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 2.1 THROUGH 2.3 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
2.1 ELECTION OF INDEPENDENT DIRECTOR: YAN Mgmt For For
MENGKUN
2.2 ELECTION OF INDEPENDENT DIRECTOR: LIU Mgmt For For
YANSEN
2.3 ELECTION OF INDEPENDENT DIRECTOR: ZHOU Mgmt For For
JINGYAO
CMMT PLEASE NOTE THAT PER THE AGENDA PUBLISHED Non-Voting
BY THE ISSUER, AGAINST AND ABSTAIN VOTES
FOR RESOLUTIONS 3.1 THROUGH 3.2 WILL BE
PROCESSED AS TAKE NO ACTION BY THE LOCAL
CUSTODIAN BANKS. ONLY FOR VOTES FOR THESE
RESOLUTIONS WILL BE LODGED IN THE MARKET
3.1 ELECTION OF NON-EMPLOYEE SUPERVISOR: HU Mgmt For For
BOHUI
3.2 ELECTION OF NON-EMPLOYEE SUPERVISOR: CHEN Mgmt For For
HONG
--------------------------------------------------------------------------------------------------------------------------
ON HOLDING AG Agenda Number: 935824892
--------------------------------------------------------------------------------------------------------------------------
Security: H5919C104
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: ONON
ISIN: CH1134540470
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Acknowledgement of the Annual Report and Mgmt For For
the Audit Reports and Approval of the
Management Report, the Annual Consolidated
Financial Statements of On Holding AG and
the Annual Financial Statements of On
Holding AG for 2022
2. Appropriation of 2022 Financial Results Mgmt For For
3. Discharge of the Members of the Board of Mgmt For For
Directors and of the Executive Committee
4. Re-Election of Alex Perez as Proposed Mgmt For For
Representative of the Holders of Class A
Shares on the Board of Directors
5a. Re-Election of David Allemann as Member of Mgmt For For
the Board of Directors
5b. Re-Election of Amy Banse as Member of the Mgmt For For
Board of Directors
5c. Re-Election of Olivier Bernhard as Member Mgmt For For
of the Board of Directors
5d. Re-Election of Caspar Coppetti as Member of Mgmt For For
the Board of Directors
5e. Re-Election of Kenneth Fox as Member of the Mgmt For For
Board of Directors
5f. Re-Election of Alex Perez as Member of the Mgmt For For
Board of Directors
5g. Re-Election of Dennis Durkin as Member of Mgmt For For
the Board of Directors
6a. Re-Election of David Allemann as Mgmt For For
Co-Chairman of the Board of Directors
6b. Re-Election of Caspar Coppetti as Mgmt For For
Co-Chairman of the Board of Directors
7a. Re-Election of Kenneth Fox as Member of the Mgmt For For
Nomination and Compensation Committee
7b. Re-Election of Alex Perez as Member of the Mgmt For For
Nomination and Compensation Committee
7c. Re-Election of Amy Banse as Member of the Mgmt For For
Nomination and Compensation Committee
8. Re-Election of the Independent Proxy Mgmt For For
Representative
9. Re-Election of Statutory Auditors Mgmt For For
10a Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Consultative Vote
on the 2022 Compensation Report
10b Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Non-Executive Members of the Board of
Directors for the Period between this
Annual General Shareholders' Meeting and
the next Annual General Shareholders'
Meeting to be held in 2024
10c Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Members of the Executive Committee for the
Financial Year 2024
11a Amendment of the Articles of Association: Mgmt For For
Capital Band and Deletion of Authorized
Share Capita
11b Amendment of the Articles of Association: Mgmt For For
Shares and Share Register
11c Amendment of the Articles of Association: Mgmt For For
General Shareholders' Meeting (Powers,
Convocation, Representation, Resolutions,
Protocol and General Shareholders' Meetings
at Several Locations Simultaneously or in
Hybrid Form)
11d Amendment of the Articles of Association: Mgmt For For
Tasks, Meetings and Resolutions of the
Board of Directors, Supplementary Amount of
the Executive Committee, Mandates Outside
of the Group and Certain Editorial Changes
12. If a new proposal is made under a new or Mgmt Against
existing agenda item, I instruct the
Independent Proxy Representative to:
--------------------------------------------------------------------------------------------------------------------------
PROYA COSMETICS CO., LTD. Agenda Number: 717102026
--------------------------------------------------------------------------------------------------------------------------
Security: Y7S88X100
Meeting Type: AGM
Meeting Date: 11-May-2023
Ticker:
ISIN: CNE100002TP9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 2022 WORK REPORT OF THE BOARD OF DIRECTORS Mgmt For For
2 2022 WORK REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE
3 2022 ANNUAL REPORT AND ITS SUMMARY Mgmt For For
4 2022 ANNUAL ACCOUNTS Mgmt For For
5 2022 PROFIT DISTRIBUTION PLAN: THE DETAILED Mgmt For For
PROFIT DISTRIBUTION PLAN ARE AS FOLLOWS: 1)
CASH DIVIDEND/10 SHARES (TAX
INCLUDED):CNY8.70000000 2) BONUS ISSUE FROM
PROFIT (SHARE/10 SHARES):NONE 3) BONUS
ISSUE FROM CAPITAL RESERVE (SHARE/10
SHARES):4.000000
6 2022 REAPPOINTMENT OF AUDIT FIRM AND Mgmt For For
PAYMENT OF ITS AUDIT FEES IN 2022
7 2022 CONFIRMATION OF REMUNERATION FOR Mgmt For For
DIRECTORS
8 2022 CONFIRMATION OF REMUNERATION FOR Mgmt For For
SUPERVISORS
9 2023 ESTIMATED GUARANTEE QUOTA OF THE Mgmt For For
COMPANY AND ITS WHOLLY-OWNED SUBSIDIARIES
10 CHANGE OF THE COMPANY'S BUSINESS SCOPE AND Mgmt For For
AMENDMENTS TO THE COMPANY'S ARTICLES OF
ASSOCIATION AND HANDLING OF THE INDUSTRIAL
AND COMMERCIAL REGISTRATION AMENDMENT
--------------------------------------------------------------------------------------------------------------------------
PT SUMBER ALFARIA TRIJAYA TBK Agenda Number: 717071055
--------------------------------------------------------------------------------------------------------------------------
Security: Y71362118
Meeting Type: AGM
Meeting Date: 17-May-2023
Ticker:
ISIN: ID1000128705
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE COMPANY'S ANNUAL REPORT FOR Mgmt For For
THE FINANCIAL YEAR ENDED ON 31 DECEMBER
2022, INCLUDING RATIFICATION ON FINANCIAL
STATEMENTS (AUDITED) AND BOARD COMMISSIONER
SUPERVISION REPORT FOR FISCAL YEAR ENDED ON
31 DECEMBER 2022
2 APPROPRIATION OF THE COMPANY'S NET PROFIT Mgmt For For
FOR FINANCIAL YEAR ENDED ON 31 DECEMBER
2022
3 THE APPOINTMENT OF A PUBLIC ACCOUNTING FIRM Mgmt For For
WHO WILL AUDIT THE COMPANY'S BOOKS FOR THE
FISCAL YEAR 2023 AND DETERMINE THE
HONORARIUM AND OTHER REQUIREMENTS IN
CONNECTION WITH THE APPOINTMENT OF THE
PUBLIC ACCOUNTANT
4 CHANGES IN TERM OF OFFICE OF THE COMPANY'S Mgmt For For
BOARD OF COMMISSIONERS AND DIRECTORS
5 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF COMMISSIONERS
6 DETERMINATION OF THE COMPOSITION OF THE Mgmt For For
COMPANY'S BOARD OF DIRECTORS
7 DETERMINATION OF HONORARIUM AND OTHER Mgmt For For
ALLOWANCES FROM MEMBERS OF THE BOARD OF
COMMISSIONERS OF THE COMPANY
8 DELEGATION OF WAGE AND ALLOWANCE PAYABLE Mgmt For For
AUTHORITY FOR MEMBERS OF THE BOARD OF
DIRECTORS OF THE COMPANY TO THE BOARD OF
COMMISSIONERS OF THE COMPANY DURING THE
TERM OF OFFICE OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
SAGE GROUP PLC Agenda Number: 716431541
--------------------------------------------------------------------------------------------------------------------------
Security: G7771K142
Meeting Type: AGM
Meeting Date: 02-Feb-2023
Ticker:
ISIN: GB00B8C3BL03
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
FOR THE YEAR ENDED 30
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT
3 TO DECLARE A FINAL DIVIDEND OF 12.10 PENCE Mgmt For For
PER ORDINARY SHARE FOR THE FINANCIAL YEAR
ENDED 30 SEPTEMBER 2022
4 TO ELECT MAGGIE CHAN JONES AS A DIRECTOR Mgmt For For
5 TO RE-ELECT ANDREW DUFF AS A DIRECTOR Mgmt For For
6 TO RE-ELECT SANGEETA ANAND AS A DIRECTOR Mgmt For For
7 TO RE-ELECT DR JOHN BATES AS A DIRECTOR Mgmt For For
8 TO RE-ELECT JONATHAN BEWES AS A DIRECTOR Mgmt For For
9 TO RE-ELECT ANNETTE COURT AS A DIRECTOR Mgmt For For
10 TO RE-ELECT DRUMMOND HALL AS A DIRECTOR Mgmt For For
11 TO RE-ELECT DEREK HARDING AS A DIRECTOR Mgmt For For
12 TO RE-ELECT STEVE HARE AS A DIRECTOR Mgmt For For
13 TO RE-ELECT JONATHAN HOWELL AS A DIRECTOR Mgmt For For
14 TO RE-APPOINT ERNST AND YOUNG LLP AS Mgmt For For
AUDITOR TO THE COMPANY
15 TO AUTHORISE THE AUDIT AND RISK COMMITTEE Mgmt For For
TO DETERMINE AND AGREE THE REMUNERATION OF
THE AUDITOR TO THE COMPANY
16 TO AUTHORISE POLITICAL DONATIONS Mgmt For For
17 TO AUTHORISE THAT THE MAXIMUM AGGREGATE Mgmt For For
FEES PAYABLE TO NON-EXECUTIVE DIRECTORS BE
INCREASED TO 1750000 POUNDS
18 TO APPROVE THE AMENDMENT OF THE EXISTING Mgmt For For
RULES OF THE SAGE GROUP PLC. 2019
RESTRICTED SHARE PLAN
19 TO APPROVE THE RULES OF THE SAGE GROUP PLC. Mgmt For For
2023 COLLEAGUE SHARE PURCHASE PLAN
20 TO AUTHORISE THE DIRECTORS TO ALLOT NEW Mgmt For For
SHARES
21 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS ON Mgmt For For
UP TO 5 PERCENT OF THE ISSUED SHARE CAPITAL
OF THE COMPANY
22 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS ON Mgmt For For
AN ADDITIONAL 5 PERCENT OF THE ISSUED SHARE
CAPITAL OF THE COMPANY
23 TO GRANT AUTHORITY TO THE COMPANY TO MAKE Mgmt For For
MARKET PURCHASES OF ITS OWN SHARES
24 TO ALLOW GENERAL MEETINGS OTHER THAN ANNUAL Mgmt For For
GENERAL MEETINGS TO BE CALLED ON NOT LESS
THAN 14 CLEAR DAYS NOTICE
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 716409405
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: OGM
Meeting Date: 21-Dec-2022
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THAT: (A) APPROVAL AND ADOPTION OF THE Mgmt For For
RULES OF THE SHARE AWARD SCHEME OF THE
COMPANY, A COPY OF WHICH HAS BEEN SIGNED BY
THE CHAIRMAN OF THE MEETING FOR
IDENTIFICATION PURPOSES (THE "2022 SHARE
AWARD SCHEME"), SUBJECT TO AND CONDITIONAL
UPON THE LISTING COMMITTEE OF THE STOCK
EXCHANGE OF HONG KONG LIMITED (THE "STOCK
EXCHANGE") GRANTING THE LISTING OF AND
PERMISSION TO DEAL IN THE SHARES TO BE
ISSUED PURSUANT TO THE VESTING OR EXERCISE
OF ANY AWARDS GRANTED UNDER THE 2022 SHARE
AWARD SCHEME; AND(B) AUTHORIZATION OF THE
REMUNERATION COMMITTEE OF THE BOARD OF
DIRECTORS OF THE COMPANY (THE "BOARD") (THE
"REMUNERATION COMMITTEE") UNDER AUTHORITY
DELEGATED TO IT BY THE BOARD TO GRANT
AWARDS OF OPTIONS OR RESTRICTED SHARE UNITS
("RSUS") PURSUANT TO THE 2022 SHARE AWARD
SCHEME, AND AUTHORIZATION OF THE BOARD TO
ALLOT AND ISSUE SHARES, DIRECT AND PROCURE
ANY PROFESSIONAL TRUSTEE AS MAY BE
APPOINTED BY THE COMPANY TO ASSIST WITH THE
ADMINISTRATION, EXERCISE AND VESTING OF
OPTIONS AND RSUS, TO TRANSFER SHARES AND
OTHERWISE DEAL WITH SHARES UNDERLYING THE
OPTIONS AND/OR RSUS GRANTED PURSUANT TO THE
2022 SHARE AWARD SCHEME AS AND WHEN THE
YARE EXERCISED OR VEST (AS THE CASE MAY
BE), IN ACCORDANCE WITH LUXEMBOURG
COMPANIES LAW AND THE ARTICLES OF
ASSOCIATION OF THE COMPANY, INCLUDING IN
PARTICULAR WITH RESPECT TO THE LIMITATION
OR SUPPRESSION OF THE PREFERENTIAL
SUBSCRIPTION RIGHTS OF EXISTING
SHAREHOLDERS OF THE COMPANY
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800725.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2022/1128/2022112800735.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717106783
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: EGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1 MODIFICATION OF ARTICLE 11 (AUDIT) OF THE Mgmt For For
ARTICLES OF INCORPORATION OF THE COMPANY,
IN ORDER TO READ AS FOLLOWS: 11.1 THE
OPERATIONS OF THE COMPANY, COMPRISING IN
PARTICULAR THE KEEPING OF ITS ACCOUNTS AND
THE PREPARATION OF INCOME TAX RETURNS OR
OTHER DECLARATIONS PROVIDED FOR BY
LUXEMBOURG LAW, SHALL BE SUPERVISED BY ONE
OR SEVERAL INDEPENDENT AUDITORS (THE
"INDEPENDENT AUDITORS"), INCLUDING AT LEAST
ONE APPROVED STATUTORY AUDITOR ("REVISEUR
D'ENTREPRISES AGREE") IN ACCORDANCE WITH
THE LUXEMBOURG LEGISLATION ON THE
ACCOUNTING AND THE ANNUAL ACCOUNTS OF
UNDERTAKINGS (THE "APPROVED STATUTORY
AUDITOR") WHO NEED NOT BE SHAREHOLDER OF
THE COMPANY. THE INDEPENDENT AUDITORS SHALL
BE APPOINTED BY THE ANNUAL GENERAL MEETING
OF SHAREHOLDERS FOR A PERIOD OF OFFICE
ENDING ON THE DAY OF THE NEXT FOLLOWING
ANNUAL GENERAL MEETING OF SHAREHOLDERS ONCE
ITS SUCCESSOR SHALL HAVE BEEN ELECTED. THE
INDEPENDENT AUDITORS SHALL REMAIN IN OFFICE
UNTIL IT/THEY HAS/HAVE BEEN RE-ELECTED OR
ITS/THEIR SUCCESSOR HAS/HAVE BEEN ELECTED.
11.2 THE INDEPENDENT AUDITORS SHALL BE
ELIGIBLE FOR RE-ELECTION. 11.3 THE
APPOINTMENT OR REMOVAL OF THE INDEPENDENT
AUDITORS SHALL BE APPROVED BY AN ORDINARY
RESOLUTION OF THE SHAREHOLDERS IN GENERAL
MEETING. THE INDEPENDENT AUDITORS IN OFFICE
MAY ONLY BE REMOVED (I) WITH CAUSE OR (II)
WITH BOTH HIS/ITS APPROVAL AND THE APPROVAL
OF THE GENERAL MEETING. "11.4 THE
REMUNERATION OF THE INDEPENDENT AUDITORS
SHALL BE FIXED AS PROVIDED FOR UNDER
ARTICLE 13.2 BELOW."
2 MODIFICATION OF 13.2 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: THE COMPANY IN THE ANNUAL
GENERAL MEETING SHALL HEAR THE REPORTS OF
THE INDEPENDENT AUDITORS AND DISCUSS THE
BALANCE SHEET. AFTER THE BALANCE SHEET HAS
BEEN APPROVED, THE GENERAL MEETING SHALL
DECIDE BY ORDINARY RESOLUTION, ON THE
REMUNERATION OF THE DIRECTORS AND OF THE
INDEPENDENT AUDITORS AND ON THE DISCHARGE
TO BE GRANTED TO THE DIRECTORS. THE GENERAL
MEETING MAY DECIDE TO DELEGATE TO THE BOARD
(WITH AUTHORITY FOR THE BOARD TO AUTHORIZE
THE AUDIT COMMITTEE OF THE BOARD) THE
DETERMINATION OF THE AMOUNT OF THE
REMUNERATION OF THE INDEPENDENT AUDITORS
3 MODIFICATION OF 13.18 OF THE ARTICLES OF Mgmt For For
INCORPORATION OF THE COMPANY, IN ORDER TO
READ AS FOLLOWS: NOTICE OF EVERY GENERAL
MEETING SHALL BE GIVEN IN ANY MANNER
HEREINBEFORE AUTHORISED TO: A) EVERY PERSON
SHOWN AS A MEMBER IN THE REGISTER AS OF THE
RECORD DATE FOR SUCH MEETING EXCEPT THAT IN
THE CASE OF JOINT HOLDERS THE NOTICE SHALL
BE SUFFICIENT IF GIVEN TO THE JOINT HOLDER
FIRST NAMED IN THE REGISTER; B) EVERY
PERSON UPON WHOM THE OWNERSHIP OF A SHARE
DEVOLVES BY REASON OF HIS BEING A LEGAL
PERSONAL REPRESENTATIVE OR A TRUSTEE IN
BANKRUPTCY OF A MEMBER OF RECORD WHERE THE
MEMBER OF RECORD BUT FOR HIS DEATH OR
BANKRUPTCY WOULD BE ENTITLED TO RECEIVE
NOTICE OF THE MEETING AND WHICH IDENTITY
HAS BEEN COMMUNICATED TO THE REGISTER
AND/OR TO THE COMPANY; C) THE INDEPENDENT
AUDITORS; D) EACH DIRECTOR; E) THE
EXCHANGE; AND F) SUCH OTHER PERSON TO WHOM
SUCH NOTICE IS REQUIRED TO BE GIVEN IN
ACCORDANCE WITH THE LISTING RULES. NO OTHER
PERSON SHALL BE ENTITLED TO RECEIVE NOTICES
OF GENERAL MEETINGS
4 ADOPTION OF THE NEW NUMBERING OF THE Mgmt For For
ARTICLES OF THE LAW OF AUGUST 10, 1915, ON
COMMERCIAL COMPANIES REFERRED TO IN ARTICLE
4.11, ARTICLE 5.2, ARTICLE 8.10 AND ARTICLE
14.7 OF THE ARTICLES OF INCORPORATION OF
THE COMPANY, FURTHER TO THE GRAND DUCAL
DECREE OF DECEMBER 5, 2017, COORDINATING
THE LAW OF AUGUST 10, 1915 ON COMMERCIAL
COMPANIES, AS AMENDED
--------------------------------------------------------------------------------------------------------------------------
SAMSONITE INTERNATIONAL S.A Agenda Number: 717224391
--------------------------------------------------------------------------------------------------------------------------
Security: L80308106
Meeting Type: AGM
Meeting Date: 01-Jun-2023
Ticker:
ISIN: LU0633102719
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002091.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0420/2023042002103.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting
VOTE OF 'ABSTAIN' WILL BE TREATED THE SAME
AS A 'TAKE NO ACTION' VOTE.
1 TO RECEIVE AND ADOPT THE AUDITED STATUTORY Mgmt For For
ACCOUNTS AND AUDITED CONSOLIDATED FINANCIAL
STATEMENTS OF THE COMPANY AND THE REPORTS
OF THE DIRECTORS OF THE COMPANY (THE
DIRECTORS) (AMONG WHICH THE CONFLICT OF
INTEREST REPORT) AND AUDITORS FOR THE YEAR
ENDED DECEMBER 31, 2022
2 TO APPROVE THE ALLOCATION OF THE RESULTS OF Mgmt For For
THE COMPANY FOR THE YEAR ENDED DECEMBER 31,
2022
3.1 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. KYLE FRANCIS GENDREAU FOR A PERIOD OF
THREE YEARS EXPIRING UPON THE HOLDING OF
THE ANNUAL GENERAL MEETING OF THE COMPANY
TO BE HELD IN 2026
3.2 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MR. TOM KORBAS FOR A PERIOD OF THREE YEARS
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2026
3.3 TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For
MS. YING YEH FOR A PERIOD OF ONE YEAR
EXPIRING UPON THE HOLDING OF THE ANNUAL
GENERAL MEETING OF THE COMPANY TO BE HELD
IN 2024
4 TO RENEW THE MANDATE GRANTED TO KPMG Mgmt For For
LUXEMBOURG TO ACT AS APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE YEAR ENDING DECEMBER
31, 2023, AND, SUBJECT TO THE ADOPTION BY
THE EXTRAORDINARY GENERAL MEETING OF THE
COMPANY TO BE HELD AFTER THE ANNUAL GENERAL
MEETING ON THE SAME DATE (THE EXTRAORDINARY
GENERAL MEETING) OF THE MODIFICATION OF
ARTICLE 13.2 OF THE ARTICLES OF
INCORPORATION OF THE COMPANY (THE ARTICLES
OF INCORPORATION), AUTHORIZATION OF THE
BOARD OF DIRECTORS TO FIX THE REMUNERATION
OF THE APPROVED STATUTORY AUDITOR AS FROM
THE FINANCIAL YEAR STARTING JANUARY 1, 2024
5 TO RE-APPOINT KPMG LLP AS THE EXTERNAL Mgmt For For
AUDITOR OF THE COMPANY TO HOLD OFFICE FROM
THE CONCLUSION OF THE ANNUAL GENERAL
MEETING UNTIL THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY AND, SUBJECT TO THE
ADOPTION BY THE EXTRAORDINARY GENERAL
MEETING OF THE MODIFICATION OF ARTICLE 13.2
OF THE ARTICLES OF INCORPORATION,
AUTHORIZATION OF THE BOARD OF DIRECTORS TO
FIX THE REMUNERATION OF THE EXTERNAL
AUDITOR FOR THE YEAR ENDING DECEMBER 31,
2023
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE ADDITIONAL SHARES OF THE COMPANY
NOT EXCEEDING 10 PER CENT. OF THE TOTAL
NUMBER OF ISSUED SHARES OF THE COMPANY AS
AT THE DATE OF THIS RESOLUTION (IN
ACCORDANCE WITH THE TERMS AND CONDITIONS
DESCRIBED IN THE ANNUAL GENERAL MEETING
CIRCULAR)
7 TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10 PER CENT. OF THE TOTAL NUMBER
OF ISSUED SHARES OF THE COMPANY AS AT THE
DATE OF THIS RESOLUTION (IN ACCORDANCE WITH
THE TERMS AND CONDITIONS DESCRIBED IN THE
ANNUAL GENERAL MEETING CIRCULAR)
8 THAT (A) THE GRANT OF RESTRICTED SHARE Mgmt For For
UNITS (RSUS) PURSUANT TO THE SHARE AWARD
SCHEME OF THE COMPANY ADOPTED BY THE
SHAREHOLDERS ON DECEMBER 21, 2022, AS
AMENDED FROM TIME TO TIME (THE SHARE AWARD
SCHEME) IN RESPECT OF AN AGGREGATE OF UP TO
4,029,621 SHARES TO MR. KYLE FRANCIS
GENDREAU IN ACCORDANCE WITH THE TERMS OF
THE SHARE AWARD SCHEME, SUBJECT TO ALL
APPLICABLE LAWS, RULES AND REGULATIONS AND
APPLICABLE AWARD DOCUMENT(S), BE APPROVED
AND (B) AUTHORITY BE GIVEN TO THE DIRECTORS
TO EXERCISE THE POWERS OF THE COMPANY TO
GIVE EFFECT TO SUCH GRANT OF RSUS
9 TO APPROVE THE DISCHARGE GRANTED TO THE Mgmt For For
DIRECTORS AND THE APPROVED STATUTORY
AUDITOR (REVISEUR DENTREPRISES AGREE) OF
THE COMPANY FOR THE EXERCISE OF THEIR
RESPECTIVE MANDATES DURING THE YEAR ENDED
DECEMBER 31, 2022
10 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO CERTAIN DIRECTORS
11 TO APPROVE THE REMUNERATION TO BE GRANTED Mgmt For For
TO KPMG LUXEMBOURG AS THE APPROVED
STATUTORY AUDITOR (REVISEUR DENTREPRISES
AGREE) OF THE COMPANY
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
SANLORENZO S.P.A. Agenda Number: 716841689
--------------------------------------------------------------------------------------------------------------------------
Security: T2R0BA101
Meeting Type: AGM
Meeting Date: 27-Apr-2023
Ticker:
ISIN: IT0003549422
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
0010 BALANCE SHEETS AT 31 DECEMBER 2022. Mgmt For For
RESOLUTIONS RELATED THERETO: APPROVAL OF
THE BALANCE SHEETS AND THE ANNUAL REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022.
PRESENTATION OF THE BALANCE SHEETS OF THE
SANLORENZO GROUP AT 31 DECEMBER 2022.
PRESENTATION OF THE NON-FINANCIAL
DECLARATION ON A CONSOLIDATED BASIS FOR THE
FINANCIAL YEAR 2022
0020 BALANCE SHEETS AT 31 DECEMBER 2022. Mgmt For For
RESOLUTIONS RELATED THERETO: PROPOSED
ALLOCATION OF PROFIT
0030 BALANCE SHEETS AT 31 DECEMBER 2022. Mgmt For For
RESOLUTIONS RELATED THERETO: REDUCTION OF A
CONSTRAINT ON THE EXTRAORDINARY RESERVE TO
THE MAXIMUM AMOUNT OF EUR 7,320,000,
PURSUANT TO ARTICLE 110, PARAGRAPH 8, OF
DECREE-LAW AUGUST 14, 2020, N. 104,
CONVERTED WITH AMENDMENTS BY LAW OCTOBER
13, 2020, N. 126
0040 REPORT ON REMUNERATION POLICY AND Mgmt For For
REMUNERATION PAID: APPROVAL OF THE
REMUNERATION POLICY PURSUANT TO ARTICLE
123-TER, PARAGRAPHS 3-BIS AND 3-TER OF D.
LGS. 24 FEBRUARY 1998, N. 58
0050 REPORT ON REMUNERATION POLICY AND Mgmt For For
REMUNERATION PAID: RESOLUTION ON ''SECOND
SECTION'' OF THE REPORT ON REMUNERATION
POLICY AND REMUNERATION PAID, PURSUANT TO
ARTICLE 123-TER, PARAGRAPH 6 OF LEGISLATIVE
DECREE NO. 24 FEBRUARY 1998, N. 58
0060 RESOLUTIONS FOLLOWING THE RESIGNATION OF Mgmt For For
TWO DIRECTORS: DETERMINATION OF THE NUMBER
OF MEMBERS OF THE BOARD OF DIRECTORS:
CONFIRMATION OF THE COMPOSITION OF THE
BOARD OF DIRECTORS TO 12 MEMBERS, OR
REDUCTION OF THE COMPOSITION TO 11 MEMBERS,
OR REDUCTION OF THE COMPOSITION TO 10
COMPONENTS
0070 RESOLUTIONS FOLLOWING THE RESIGNATION OF Mgmt For For
TWO DIRECTORS: IN CASE OF CONFIRMATION OF
THE COMPOSITION OF THE 12-MEMBER BOARD OF
DIRECTORS OR DETERMINATION OF THE
COMPOSITION OF 11 MEMBERS: APPOINTMENT OF
TWO NEW DIRECTORS OR A NEW DIRECTOR
0080 RESOLUTIONS FOLLOWING THE RESIGNATION OF Mgmt For For
TWO DIRECTORS: IN CASE OF CONFIRMATION OF
THE COMPOSITION OF THE 12-MEMBER BOARD OF
DIRECTORS OR DETERMINATION OF THE 11-MEMBER
COMPOSITION: DETERMINATION OF THE DURATION
OF THE RELATIVE OFFICE
0090 RESOLUTIONS FOLLOWING THE RESIGNATION OF Mgmt For For
TWO DIRECTORS: IN CASE OF CONFIRMATION OF
THE COMPOSITION OF THE 12-MEMBER BOARD OF
DIRECTORS OR DETERMINATION OF THE 11-MEMBER
COMPOSITION: DETERMINATION OF THE RELATED
REMUNERATION
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 28 APR 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
CMMT 13 APR 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 13 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
SOJITZ CORPORATION Agenda Number: 717297798
--------------------------------------------------------------------------------------------------------------------------
Security: J7608R119
Meeting Type: AGM
Meeting Date: 20-Jun-2023
Ticker:
ISIN: JP3663900003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Fujimoto, Masayoshi Mgmt For For
2.2 Appoint a Director Hirai, Ryutaro Mgmt For For
2.3 Appoint a Director Manabe, Yoshiki Mgmt For For
2.4 Appoint a Director Bito, Masaaki Mgmt For For
2.5 Appoint a Director Otsuka, Norio Mgmt For For
2.6 Appoint a Director Saiki, Naoko Mgmt For For
2.7 Appoint a Director Ungyong Shu Mgmt For For
2.8 Appoint a Director Kokue, Haruko Mgmt For For
2.9 Appoint a Director Kameoka, Tsuyoshi Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SOL SPA Agenda Number: 717059112
--------------------------------------------------------------------------------------------------------------------------
Security: T8711D103
Meeting Type: AGM
Meeting Date: 10-May-2023
Ticker:
ISIN: IT0001206769
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 18 MAY 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 885230 DUE TO RECEIVED SLATES
FOR RESOLUTION 6. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU
0010 APPROVAL OF THE BALANCE SHEETS OF SOL Mgmt For For
S.P.A. AT 31 DECEMBER 2022; REPORT OF THE
BOARD OF DIRECTORS ON THE PERFORMANCE OF
THE MANAGEMENT, REPORT OF THE BOARD OF
INTERNAL AUDITORS, REPORT OF THE EXTERNAL
AUDITORS AND CERTIFICATION OF THE EXECUTIVE
RESPONSIBLE FOR THE PREPARATION OF THE
COMPANY ACCOUNTING DOCUMENTS; RESOLUTIONS
RELATED THERETO; PRESENTATION OF THE
CONSOLIDATED BALANCE SHEETS AS AT 31
DECEMBER 2022 AND THE CONSOLIDATED
NON-FINANCIAL STATEMENT AS PER LEGISLATIVE
DECREE NO. 254/2016
0020 ALLOCATION OF THE OPERATING RESULT; Mgmt For For
RESOLUTIONS RELATED THERETO
0030 RESOLUTIONS RELATED TO THE REPORT ON THE Mgmt For For
REMUNERATION POLICY AND THE FEES PAID
PURSUANT TO ART. 123-TER OF D. LGS. N.
58/1998: EXAMINATION OF SECTION I OF THE
REPORT ON REMUNERATION POLICY AND BINDING
RESOLUTIONS (PURSUANT TO ART. 123-TER,
PARAGRAPH 3, 3-BIS AND 3-TER OF D. LGS. N.
58/1998)
0040 RESOLUTIONS RELATED TO THE REPORT ON THE Mgmt For For
REMUNERATION POLICY AND THE FEES PAID
PURSUANT TO ART. 123-TER OF D. LGS. N.
58/1998: EXAMINATION OF SECTION II OF THE
REPORT ON COMPENSATION PAID AND NON-BINDING
RESOLUTIONS (PURSUANT TO ART. 123-TER,
PARAGRAPH 4 AND 6 OF LEGISLATIVE DECREE NO.
58/1998)
0050 DETERMINATION OF THE REMUNERATION OF THE Mgmt For For
MEMBERS OF THE BOARD OF DIRECTORS
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS DIRECTORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR,
AGAINST OR ABSTAIN ON ONLY 1 OF THE 2
SLATES AND TO SELECT 'CLEAR' FOR THE
OTHERS. THANK YOU
006A APPOINTMENT OF THE MEMBERS OF THE BOARD OF Shr No vote
INTERNAL AUDITORS AND THE CHAIRMAN OF THE
BOARD OF INTERNAL AUDITORS FOR THE
THREE-YEAR PERIOD 2023-2025; RESOLUTIONS
RELATED THERETO. LIST PRESENTED BY GAS AND
TECHNOLOGIES WORLD B.V., REPRESENTING
59.978 PCT OF THE CAPITAL SHARES
006B APPOINTMENT OF THE MEMBERS OF THE BOARD OF Shr For
INTERNAL AUDITORS AND THE CHAIRMAN OF THE
BOARD OF INTERNAL AUDITORS FOR THE
THREE-YEAR PERIOD 2023-2025; RESOLUTIONS
RELATED THERETO. LIST PRESENTED BY A GROUP
OF INSTITUTIONAL INVESTORS, REPRESENTING
TOGETHER 2.03814 PCT OF THE CAPITAL SHARES
0070 DETERMINATION OF THE REMUNERATION OF THE Mgmt For For
MEMBERS OF THE BOARD OF INTERNAL AUDITORS;
RESOLUTIONS RELATED THERETO
--------------------------------------------------------------------------------------------------------------------------
SOSEI GROUP CORPORATION Agenda Number: 716735329
--------------------------------------------------------------------------------------------------------------------------
Security: J7637L109
Meeting Type: AGM
Meeting Date: 23-Mar-2023
Ticker:
ISIN: JP3431300007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Tamura, Shinichi Mgmt For For
1.2 Appoint a Director Christopher Cargill Mgmt For For
1.3 Appoint a Director Toyama, Tomohiro Mgmt For For
1.4 Appoint a Director Kaga, Kuniaki Mgmt For For
1.5 Appoint a Director David Roblin Mgmt For For
1.6 Appoint a Director Nagai, Noriaki Mgmt For For
1.7 Appoint a Director Rolf Soderstrom Mgmt For For
1.8 Appoint a Director Seki, Miwa Mgmt For For
1.9 Appoint a Director Tomita, Eiko Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
STANTEC INC. Agenda Number: 935806844
--------------------------------------------------------------------------------------------------------------------------
Security: 85472N109
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: STN
ISIN: CA85472N1096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Douglas K. Ammerman Mgmt For For
1B Election of Director: Martin A. a Porta Mgmt For For
1C Election of Director: Shelley A. M. Brown Mgmt For For
1D Election of Director: Angeline G. Chen Mgmt For For
1E Election of Director: Patricia D. Galloway Mgmt For For
1F Election of Director: Robert J. Gomes Mgmt For For
1G Election of Director: Gordon A. Johnston Mgmt For For
1H Election of Director: Donald J. Lowry Mgmt For For
1I Election of Director: Marie-Lucie Morin Mgmt For For
1J Election of Director: Celina J. Wang Doka Mgmt For For
2 Resolved that the shareholders approve the Mgmt For For
reappointment of PricewaterhouseCoopers LLP
as Stantec's auditor and authorize the
directors to fix the auditor's
remuneration.
3 Resolved, on an advisory basis and not to Mgmt For For
diminish the role and responsibilities of
the board of directors, that the
shareholders accept the approach to
executive compensation disclosed in
Stantec's Management Information Circular
delivered in advance of the Meeting.
--------------------------------------------------------------------------------------------------------------------------
STEADFAST GROUP LTD Agenda Number: 716097313
--------------------------------------------------------------------------------------------------------------------------
Security: Q8744R106
Meeting Type: AGM
Meeting Date: 20-Oct-2022
Ticker:
ISIN: AU000000SDF8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 2, 3, 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
1 CONSIDERATION OF REPORTS Non-Voting
2 REMUNERATION REPORT Mgmt For For
3 GRANT OF EQUITY TO MD & CEO Mgmt For For
4 APPROVAL TO REFRESH STEADFASTS PLACEMENT Mgmt For For
CAPACITY
5 AMENDMENT OF CONSTITUTION Mgmt For For
6 ELECTION OF DIRECTOR - MS JOAN CLEARY Mgmt For For
7 RE-ELECTION OF DIRECTOR - MR FRANK O Mgmt For For
HALLORAN AM
8 RE-ELECTION OF DIRECTOR - MR GREG RYNENBERG Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TECAN GROUP AG Agenda Number: 716841362
--------------------------------------------------------------------------------------------------------------------------
Security: H84774167
Meeting Type: AGM
Meeting Date: 18-Apr-2023
Ticker:
ISIN: CH0012100191
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTION MAY BE REJECTED.
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting
AGENDA AND MEETING ATTENDANCE REQUESTS
ONLY. PLEASE ENSURE THAT YOU HAVE FIRST
VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A
MARKET REQUIREMENT FOR MEETINGS OF THIS
TYPE THAT THE SHARES ARE REGISTERED AND
MOVED TO A REGISTERED LOCATION AT THE CSD,
AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE.
THEREFORE WHILST THIS DOES NOT PREVENT THE
TRADING OF SHARES, ANY THAT ARE REGISTERED
MUST BE FIRST DEREGISTERED IF REQUIRED FOR
SETTLEMENT. DEREGISTRATION CAN AFFECT THE
VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE
CONCERNS REGARDING YOUR ACCOUNTS, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
1 ANNUAL REPORT, ANNUAL ACCOUNTS AND Mgmt For For
CONSOLIDATED ACCOUNTS 2022
2.A APPROPRIATION OF AVAILABLE RETAINED Mgmt For For
EARNINGS
2.B APPROPRIATION OF THE CAPITAL CONTRIBUTION Mgmt For For
RESERVE
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS AND OF THE MANAGEMENT BOARD
4 ELECTION OF MATTHIAS GILLNER AS MEMBER OF Mgmt For For
THE BOARD OF DIRECTORS
5.A RE-ELECTION OF DR. LUKAS BRAUNSCHWEILER AS Mgmt For For
MEMBER OF THE BOARD OF DIRECTORS
5.B RE-ELECTION OF MYRA ESKES AS MEMBER OF THE Mgmt For For
BOARD OF DIRECTORS
5.C RE-ELECTION OF DR. OLIVER FETZER AS MEMBER Mgmt For For
OF THE BOARD OF DIRECTORS
5.D RE-ELECTION OF DR. KAREN HUEBSCHER AS Mgmt For For
MEMBER OF THE BOARD OF DIRECTORS
5.E RE-ELECTION OF DR. CHRISTA KREUZBURG AS Mgmt For For
MEMBER OF THE BOARD OF DIRECTORS
5.F RE-ELECTION OF DR. DANIEL R. MARSHAK AS Mgmt For For
MEMBER OF THE BOARD OF DIRECTORS
6 RE-ELECTION OF DR. LUKAS BRAUNSCHWEILER AS Mgmt For For
CHAIRMAN OF THE BOARD OF
7.A RE-ELECTION OF MYRA ESKES AS MEMBER OF THE Mgmt For For
COMPENSATION COMMITTEE
7.B RE-ELECTION OF DR. OLIVER FETZER AS MEMBER Mgmt For For
OF THE COMPENSATION COMMITTEE
7.C RE-ELECTION OF DR. CHRISTA KREUZBURG AS Mgmt For For
MEMBER OF THE COMPENSATION COMMITTEE
7.D RE-ELECTION OF DR. DANIEL R. MARSHAK AS Mgmt For For
MEMBER OF THE COMPENSATION COMMITTEE
8 RE-ELECTION OF ERNST AND YOUNG LTD, ZURICH, Mgmt For For
AS AUDITORS FOR THE BUSINESS YEAR 2023
9 RE-ELECTION OF PROXY VOTING SERVICES GMBH, Mgmt For For
ZURICH, AS INDEPENDENT VOTING PROXY
10.1 ADVISORY VOTE ON THE COMPENSATION REPORT Mgmt For For
2022
10.2 APPROVAL OF MAXIMUM TOTAL AMOUNT OF Mgmt For For
COMPENSATION OF THE BOARD OF DIRECTORS FROM
THE ORDINARY SHAREHOLDERS MEETING 2023 TO
THE ORDINARY SHAREHOLDERS MEETING 2024
10.3 APPROVAL OF THE MAXIMUM TOTAL AMOUNT Mgmt For For
OFCOMPENSATION OF THE MANAGEMENT BOARD FOR
THE BUSINESS YEAR 2024
--------------------------------------------------------------------------------------------------------------------------
TECHNIPFMC PLC Agenda Number: 935782157
--------------------------------------------------------------------------------------------------------------------------
Security: G87110105
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: FTI
ISIN: GB00BDSFG982
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Douglas J. Pferdehirt
1b. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Claire S. Farley
1c. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Eleazar de Carvalho Filho
1d. Election of Director for a term expiring at Mgmt Against Against
the Company's 2024 Annual General Meeting
of Shareholders: Robert G. Gwin
1e. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John O'Leary
1f. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Margareth ovrum
1g. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Kay G. Priestly
1h. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: John Yearwood
1i. Election of Director for a term expiring at Mgmt For For
the Company's 2024 Annual General Meeting
of Shareholders: Sophie Zurquiyah
2. 2022 U.S. Say-on-Pay for Named Executive Mgmt For For
Officers: To approve, as a non-binding
advisory resolution, the Company's named
executive officer compensation for the year
ended December 31, 2022, as reported in the
Company's Proxy Statement.
3. 2022 U.K. Directors' Remuneration Report: Mgmt For For
To approve, as a non-binding advisory
resolution, the Company's directors'
remuneration report for the year ended
December 31, 2022, as reported in the
Company's U.K. Annual Report and Accounts.
4. Receipt of U.K. Annual Report and Accounts: Mgmt For For
To receive the Company's audited U.K.
accounts for the year ended December 31,
2022, including the reports of the
directors and the auditor thereon.
5. Ratification of PwC as U.S. Auditor: To Mgmt For For
ratify the appointment of
PricewaterhouseCoopers LLP ("PwC") as the
Company's U.S. independent registered
public accounting firm for the year ending
December 31, 2023.
6. Reappointment of PwC as U.K. Statutory Mgmt For For
Auditor: To reappoint PwC as the Company's
U.K. statutory auditor under the U.K.
Companies Act 2006, to hold office from the
conclusion of the 2023 Annual General
Meeting of Shareholders until the next
annual general meeting of shareholders at
which accounts are laid.
7. Approval of U.K. Statutory Auditor Fees: To Mgmt For For
authorize the Board and/or the Audit
Committee to determine the remuneration of
PwC, in its capacity as the Company's U.K.
statutory auditor for the year ending
December 31, 2023.
8. Authority to Allot Equity Securities: To Mgmt For For
authorize the Board to allot equity
securities in the Company.
9. As a special resolution - Authority to Mgmt For For
Allot Equity Securities without Pre-emptive
Rights: Pursuant to the authority
contemplated by the resolution in Proposal
8, to authorize the Board to allot equity
securities without pre-emptive rights.
--------------------------------------------------------------------------------------------------------------------------
THK CO.,LTD. Agenda Number: 716725328
--------------------------------------------------------------------------------------------------------------------------
Security: J83345108
Meeting Type: AGM
Meeting Date: 18-Mar-2023
Ticker:
ISIN: JP3539250005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Teramachi,
Akihiro
2.2 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Teramachi,
Toshihiro
2.3 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Imano, Hiroshi
2.4 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Teramachi,
Takashi
2.5 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Maki, Nobuyuki
2.6 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Shimomaki,
Junji
2.7 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Nakane, Kenji
2.8 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kainosho,
Masaaki
2.9 Appoint a Director who is not Audit and Mgmt For For
Supervisory Committee Member Kai, Junko
--------------------------------------------------------------------------------------------------------------------------
TOTVS SA Agenda Number: 716806065
--------------------------------------------------------------------------------------------------------------------------
Security: P92184103
Meeting Type: AGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: BRTOTSACNOR8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
1 REVIEWING THE COMPANY'S ACCOUNTS AS Mgmt For For
SUBMITTED BY ITS MANAGEMENT, AND ALSO
EXAMINE, DISCUSS, AND VOTE ON THE COMPANY'S
FINANCIAL STATEMENTS FOR THE FISCAL YEAR
ENDED ON DECEMBER 31, 2022
2 DECIDING ON THE CAPITAL BUDGETING FOR Mgmt For For
COMPLYING WITH ARTICLE 196 OF THE BRAZILIAN
CORPORATIONS ACT
3 DECIDING ON THE ALLOCATION OF NET INCOME Mgmt For For
FOR SUCH FISCAL YEAR AND ON THE
DISTRIBUTION OF DIVIDENDS, ACCORDING TO THE
MANAGEMENT PROPOSAL, UNDER THE FOLLOWING
TERMS, NET INCOME OF THE FISCAL YEAR 2022,
BRL 498,135,942.00. LEGAL RESERVE, BRL
24,906,797.10. INTEREST ON NET EQUITY,
STATED ON AUGUST 1, 2022, BRL
60,573,584.60. INTEREST ON NET EQUITY,
STATED ON DECEMBER 26, 2022, BRL
127,206,959.67. RETAINED EARNINGS RESERVE,
BRL 285,448,600.43
4 DETERMINING THE ANNUAL GLOBAL COMPENSATION Mgmt For For
OF THE MEMBERS OF BOTH THE BOARD OF
DIRECTORS AND THE BOARD OF EXECUTIVE
OFFICERS FOR FISCAL YEAR 2023, ACCORDING TO
THE MANAGEMENT PROPOSAL
5 DECIDING ON THE ELECTION OF A MEMBER FOR Mgmt For For
THE COMPANY'S BOARD OF DIRECTORS, APPOINTED
BY THE BOARD OF DIRECTORS AT A MEETING HELD
ON OCTOBER 7, 2022 IN VIEW OF THE
RESIGNATION OF A BOARD MEMBER, PURSUANT TO
ARTICLE 150 OF THE BRAZILIAN CORPORATIONS
ACT, TO FULFILL THE CURRENT TERM OF OFFICE
THAT WILL END AT THE 2024 ANNUAL GENERAL
MEETING
6 REGULATORY MATTER THAT IS NOT AN INTEGRAL Mgmt Abstain Against
PART OF THE MANAGEMENTS PROPOSAL. DO YOU
WISH TO REQUEST THAT A FISCAL COUNCIL,
SUPERVISORY BOARD, IS ESTABLISHED, PURSUANT
TO ART. 161 OF THE BRAZILIAN CORPORATIONS
ACT
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
TOTVS SA Agenda Number: 716815139
--------------------------------------------------------------------------------------------------------------------------
Security: P92184103
Meeting Type: EGM
Meeting Date: 19-Apr-2023
Ticker:
ISIN: BRTOTSACNOR8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS (DEPENDENT UPON THE
AVAILABILITY AND USAGE OF THE BRAZILIAN
REMOTE VOTING PLATFORM). IF NO POA IS
SUBMITTED, YOUR INSTRUCTIONS MAY BE
REJECTED
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT
ALLOWED. ONLY VOTES IN FAVOR AND/OR ABSTAIN
OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 DECIDING ON THE PROPOSED AMENDMENTS TO THE Mgmt For For
COMPANY SHARE BASED INCENTIVE PLAN,
ACCORDING TO THE MANAGEMENT PROPOSAL
2 REGULATORY MATTER THAT IS NOT AN INTEGRAL Mgmt Abstain Against
PART OF THE MANAGEMENT PROPOSAL. DO YOU
WISH TO REQUEST THAT A FISCAL COUNCIL,
SUPERVISORY BOARD, IS ESTABLISHED, PURSUANT
TO ART. 161 OF THE BRAZILIAN CORPORATIONS
ACT
--------------------------------------------------------------------------------------------------------------------------
TVS MOTOR CO LTD Agenda Number: 716641596
--------------------------------------------------------------------------------------------------------------------------
Security: Y9014B103
Meeting Type: OTH
Meeting Date: 09-Mar-2023
Ticker:
ISIN: INE494B01023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT
BEING HELD FOR THIS COMPANY. THEREFORE,
MEETING ATTENDANCE REQUESTS ARE NOT VALID
FOR THIS MEETING. IF YOU WISH TO VOTE, YOU
MUST RETURN YOUR INSTRUCTIONS BY THE
INDICATED CUTOFF DATE. PLEASE ALSO NOTE
THAT ABSTAIN IS NOT A VALID VOTE OPTION AT
POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVING THE APPOINTMENT OF MR B SRIRAM Mgmt For For
(DIN: 02993708) AS A NON-EXECUTIVE
INDEPENDENT DIRECTOR (NE-ID)
--------------------------------------------------------------------------------------------------------------------------
VGP SA Agenda Number: 716994416
--------------------------------------------------------------------------------------------------------------------------
Security: B9738D109
Meeting Type: AGM
Meeting Date: 12-May-2023
Ticker:
ISIN: BE0003878957
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1. PRESENTATION AND DISCUSSION OF THE ANNUAL Non-Voting
REPORT OF THE BOARD OF DIRECTORS AND THE
REPORT OF THE STATUTORY AUDITOR ON (I) THE
ANNUAL ACCOUNTS AND (II) THE CONSOLIDATED
ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR
ENDING 31 DECEMBER 2022
2. ACKNOWLEDGEMENT OF THE CONSOLIDATED ANNUAL Non-Voting
ACCOUNTS FOR THE FINANCIAL YEAR ENDING 31
DECEMBER 2022
3. ACKNOWLEDGEMENT AND APPROVAL OF THE ANNUAL Mgmt For For
ACCOUNTS FOR THE FINANCIAL YEAR ENDING 31
DECEMBER 2022 AND ALLOCATION OF THE
RESULTS, INCLUDING DISTRIBUTION OF THE
RESULT - DIVIDEND
4. ACKNOWLEDGEMENT AND APPROVAL OF THE Mgmt For For
REMUNERATION REPORT FOR THE FINANCIAL YEAR
ENDING 31 DECEMBER 2022
5. RELEASE FROM LIABILITY TO BE GRANTED TO THE Mgmt For For
DIRECTORS AND TO THE RESPECTIVE PERMANENT
REPRESENTATIVES OF THE LEGAL
ENTITY-DIRECTORS
6. RELEASE FROM LIABILITY TO BE GRANTED TO THE Mgmt For For
STATUTORY AUDITOR
7.1 GAEVAN BV, WITH REGISTERED OFFICE AT Mgmt For For
DADIZELESTRAAT 43, 8560 WEVELGEM, BELGIUM,
PERMANENTLY REPRESENTED BY MRS. ANN
GAEREMYNCK, AS AN INDEPENDENT DIRECTOR OF
THE COMPANY IN THE MEANING OF AND MEETING
THE CONDITIONS STIPULATED IN ARTICLE 7:87
OF THE CODE OF COMPANIES AND ASSOCIATIONS
(THE CCA), FOR A PERIOD OF 4 YEARS WITH
IMMEDIATE EFFECT AND UNTIL THE CLOSING OF
THE ANNUAL SHAREHOLDERS MEETING WHICH WILL
BE HELD IN THE YEAR 2027 AND AT WHICH THE
DECISION WILL BE TAKEN TO APPROVE THE
ANNUAL ACCOUNTS CLOSED AT 31 DECEMBER 2026
7.2 MRS. KATHERINA REICHE, RESIDING AT WEG ZUR Mgmt For For
PLATTE 40, 45133 ESSEN, GERMANY, AS AN
INDEPENDENT DIRECTOR OF THE COMPANY IN THE
MEANING OF AND MEETING THE CONDITIONS
STIPULATED IN ARTICLE 7:87 OF THE CCA, FOR
A PERIOD OF 4 YEARS WITH IMMEDIATE EFFECT
AND UNTIL THE CLOSING OF THE ANNUAL
SHAREHOLDERS MEETING WHICH WILL BE HELD IN
THE YEAR 2027 AND AT WHICH THE DECISION
WILL BE TAKEN TO APPROVE THE ANNUAL
ACCOUNTS CLOSED AT 31 DECEMBER 2026
7.3 MRS. VERA GADE-BUTZLAFF, RESIDING AT Mgmt For For
MARGARETENSTRASSE 3, 14193 BERLIN, GERMANY,
AS AN INDEPENDENT DIRECTOR OF THE COMPANY
IN THE MEANING OF AND MEETING THE
CONDITIONS STIPULATED IN ARTICLE 7:87 OF
THE CCA, FOR A PERIOD OF 4 YEARS WITH
IMMEDIATE EFFECT AND UNTIL THE CLOSING OF
THE ANNUAL SHAREHOLDERS MEETING WHICH WILL
BE HELD IN THE YEAR 2027 AND AT WHICH THE
DECISION WILL BE TAKEN TO APPROVE THE
ANNUAL ACCOUNTS CLOSED AT 31 DECEMBER 2026
8. REAPPOINTMENT OF DELOITTE BEDRIJFSREVISOREN Mgmt For For
/ REVISEURS D ENTREPRISES BV/SRL AS
STATUTORY AUDITOR OF THE COMPANY GIVEN THE
EXPIRY OF ITS MANDATE AND DETERMINATION OF
THE STATUTORY AUDITORS REMUNERATION
9.1 POWER OF ATTORNEY TO THE BOARD OF DIRECTORS Mgmt For For
TO EXECUTE THE ABOVE DECISIONS
9.2 POWER OF ATTORNEY FOR THE REPRESENTATION OF Mgmt For For
THE COMPANY WITH THE CROSSROAD BANK FOR
ENTERPRISES, THE BELGIAN STATE GAZETTE,
COUNTERS FOR ENTERPRISES, REGISTERS OF THE
ENTERPRISE COURT, ADMINISTRATIVE AGENCIES
AND FISCAL ADMINISTRATIONS
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 21 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF ALL
RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
VGP SA Agenda Number: 717054085
--------------------------------------------------------------------------------------------------------------------------
Security: B9738D109
Meeting Type: EGM
Meeting Date: 12-May-2023
Ticker:
ISIN: BE0003878957
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) MAY BE REQUIRED TO LODGE VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
1.1 PROPOSAITION TO APPROVE THE CHANGE OF Non-Voting
CONTROL CLAUSE
1.2 APPROVAL OF THE CHANGE OF CONTROL CLAUSE Mgmt For For
2.1 PROPOSAL TO GRANT THE BROADEST POWERS TO Mgmt For For
THE BOARD OF DIRECTORS AND/OR ONE OR MORE
DESIGNATED DIRECTORS
2.2. PROPOSAL TO GRANT AUTHORITY TO ANY MEMBER Mgmt For For
OF THE BOARD OF DIRECTORS, MR. DIRK STOOP
AND/OR MR. PIET VAN GEET
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
CMMT 20 APR 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN NUMBERING OF
RESOLUTION 2.2. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
WEBJET LTD Agenda Number: 715951023
--------------------------------------------------------------------------------------------------------------------------
Security: Q9570B108
Meeting Type: AGM
Meeting Date: 31-Aug-2022
Ticker:
ISIN: AU000000WEB7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSAL 1 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE
PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
1 ADOPTION OF REMUNERATION REPORT Mgmt For For
2 RE-ELECTION OF MS SHELLEY ROBERTS AS A Mgmt For For
DIRECTOR
3 REPLACEMENT OF CONSTITUTION Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WYNN MACAU LTD Agenda Number: 717113334
--------------------------------------------------------------------------------------------------------------------------
Security: G98149100
Meeting Type: AGM
Meeting Date: 25-May-2023
Ticker:
ISIN: KYG981491007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401813.pdf AND
https://www1.hkexnews.hk/listedco/listconew
s/sehk/2023/0424/2023042401759.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND ADOPT THE AUDITED Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS OF THE
COMPANY AND ITS SUBSIDIARIES, AND THE
REPORTS OF THE DIRECTORS AND AUDITORS OF
THE COMPANY FOR THE YEAR ENDED 31 DECEMBER
2022
2A TO RE-ELECT MR. FREDERIC JEAN-LUC LUVISUTTO Mgmt For For
AS EXECUTIVE DIRECTOR OF THE COMPANY
2B TO RE-ELECT MS. ELLEN F. WHITTEMORE AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY
2C TO RE-ELECT MR. BRUCE ROCKOWITZ AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
2D TO RE-ELECT MR. NICHOLAS SALLNOW-SMITH AS Mgmt For For
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
3 TO AUTHORIZE THE BOARD OF DIRECTORS OF THE Mgmt For For
COMPANY TO FIX THE RESPECTIVE DIRECTORS
REMUNERATION
4 TO RE-APPOINT ERNST & YOUNG AS AUDITORS OF Mgmt For For
THE COMPANY AND TO AUTHORIZE THE BOARD OF
DIRECTORS OF THE COMPANY TO FIX THE
AUDITORS REMUNERATION FOR THE ENSUING YEAR
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
OF THE COMPANY TO REPURCHASE SHARES OF THE
COMPANY NOT EXCEEDING 10% OF THE TOTAL
NUMBER OF ISSUED SHARES OF THE COMPANY AS
AT THE DATE OF PASSING OF THIS RESOLUTION
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
OF THE COMPANY TO ALLOT, ISSUE AND DEAL
WITH NEW SHARES OF THE COMPANY NOT
EXCEEDING 20% OF THE TOTAL NUMBER OF ISSUED
SHARES OF THE COMPANY AS AT THE DATE OF
PASSING OF THIS RESOLUTION
7 TO EXTEND THE GENERAL MANDATE GRANTED TO Mgmt For For
THE DIRECTORS OF THE COMPANY TO ALLOT,
ISSUE AND DEAL WITH NEW SHARES OF THE
COMPANY BY THE AGGREGATE NUMBER OF SHARES
REPURCHASED BY THE COMPANY
8A SUBJECT TO AND CONDITIONAL UPON THE LISTING Mgmt For For
COMMITTEE OF THE STOCK EXCHANGE OF HONG
KONG LIMITED (THE HONG KONG STOCK EXCHANGE)
GRANTING THE APPROVAL OF THE LISTING OF,
AND PERMISSION TO DEAL IN, THE NEW SHARES
OF THE COMPANY WHICH MAY FALL TO BE ISSUED
PURSUANT TO THE VESTING OF ANY AWARDS THAT
MAY BE GRANTED UNDER THE NEW EMPLOYEE
OWNERSHIP SCHEME OF THE COMPANY (THE NEW
EMPLOYEE OWNERSHIP SCHEME), TO CONSIDER AND
APPROVE THE ADOPTION OF THE NEW EMPLOYEE
OWNERSHIP SCHEME, AND THAT THE DIRECTORS OF
THE COMPANY BE AUTHORIZED TO GRANT AWARDS
THEREUNDER AND TO ALLOT AND ISSUE SHARES OF
THE COMPANY PURSUANT TO THE NEW EMPLOYEE
OWNERSHIP SCHEME AND TAKE ALL SUCH STEPS AS
MAY BE NECESSARY OR DESIRABLE TO IMPLEMENT
THE NEW EMPLOYEE OWNERSHIP SCHEME
8B TO CONSIDER AND APPROVE THAT THE TOTAL Mgmt For For
NUMBER OF SHARES OF THE COMPANY WHICH MAY
BE ISSUED IN RESPECT OF ALL AWARDS AND
OPTIONS TO BE GRANTED UNDER THE NEW
EMPLOYEE OWNERSHIP SCHEME AND ANY OTHER
SHARE SCHEMES OF THE COMPANY WILL NOT
EXCEED 10% OF THE TOTAL NUMBER OF SHARES OF
THE COMPANY IN ISSUE AS AT THE DATE OF THE
APPROVAL OF THE NEW EMPLOYEE OWNERSHIP
SCHEME OR THE RELEVANT DATE OF APPROVAL OF
THE REFRESHMENT OF THE SCHEME MANDATE LIMIT
(AS DEFINED IN THE CIRCULAR)
8C TO CONSIDER AND APPROVE THAT WITHIN THE Mgmt For For
SCHEME MANDATE LIMIT, THE TOTAL NUMBER OF
SHARES OF THE COMPANY WHICH MAY BE ISSUED
IN RESPECT OF ALL AWARDS AND OPTIONS TO BE
GRANTED TO THE SERVICE PROVIDERS (AS
DEFINED IN THE CIRCULAR) UNDER THE NEW
EMPLOYEE OWNERSHIP SCHEME AND ANY OTHER
SHARE SCHEMES OF THE COMPANY WILL NOT
EXCEED 2% OF THE SCHEME MANDATE LIMIT AS AT
THE DATE OF THE APPROVAL OF THE NEW
EMPLOYEE OWNERSHIP SCHEME OR THE RELEVANT
DATE OF APPROVAL OF THE REFRESHMENT OF THE
SERVICE PROVIDER SUBLIMIT (AS DEFINED IN
THE CIRCULAR)
8D SUBJECT TO AND CONDITIONAL UPON THE NEW Mgmt For For
EMPLOYEE OWNERSHIP SCHEME BECOMING
EFFECTIVE, TO CONSIDER AND APPROVE THE
TERMINATION OF THE EXISTING EMPLOYEE
OWNERSHIP SCHEME OF THE COMPANY WHICH WAS
ADOPTED BY THE COMPANY PURSUANT TO THE
RESOLUTION PASSED BY THE SHAREHOLDERS OF
THE COMPANY ON 30 JUNE 2014 UPON THE NEW
EMPLOYEE OWNERSHIP SCHEME BECOMING
EFFECTIVE
9A SUBJECT TO AND CONDITIONAL UPON THE LISTING Mgmt For For
COMMITTEE OF THE HONG KONG STOCK EXCHANGE
GRANTING THE APPROVAL OF THE LISTING OF,
AND PERMISSION TO DEAL IN, THE NEW SHARES
OF THE COMPANY WHICH MAY FALL TO BE ISSUED
PURSUANT TO THE EXERCISE OF ANY OPTIONS
THAT MAY BE GRANTED UNDER THE NEW SHARE
OPTION SCHEME OF THE COMPANY (THE NEW SHARE
OPTION SCHEME), TO CONSIDER AND APPROVE THE
ADOPTION OF THE NEW SHARE OPTION SCHEME,
AND THAT THE DIRECTORS OF THE COMPANY BE
AUTHORIZED TO GRANT OPTIONS THEREUNDER AND
TO ALLOT AND ISSUE SHARES PURSUANT TO THE
NEW SHARE OPTION SCHEME AND TAKE ALL SUCH
STEPS AS MAY BE NECESSARY OR DESIRABLE TO
IMPLEMENT THE NEW SHARE OPTION SCHEME
9B TO CONSIDER AND APPROVE THAT THE TOTAL Mgmt For For
NUMBER OF SHARES OF THE COMPANY WHICH MAY
BE ISSUED IN RESPECT OF ALL AWARDS AND
OPTIONS TO BE GRANTED UNDER THE NEW SHARE
OPTION SCHEME AND ANY OTHER SHARE SCHEMES
OF THE COMPANY WILL NOT EXCEED 10% OF THE
TOTAL NUMBER OF SHARES OF THE COMPANY IN
ISSUE AS AT THE DATE OF THE APPROVAL OF THE
NEW SHARE OPTION SCHEME OR THE RELEVANT
DATE OF APPROVAL OF THE REFRESHMENT OF THE
SCHEME MANDATE LIMIT
9C TO CONSIDER AND APPROVE THAT WITHIN THE Mgmt For For
SCHEME MANDATE LIMIT, THE TOTAL NUMBER OF
SHARES OF THE COMPANY WHICH MAY BE ISSUED
IN RESPECT OF ALL AWARDS AND OPTIONS TO BE
GRANTED TO THE SERVICE PROVIDERS UNDER THE
NEW SHARE OPTION SCHEME AND ANY OTHER SHARE
SCHEMES WILL NOT EXCEED 2% OF THE SCHEME
MANDATE LIMIT AS AT THE DATE OF THE
APPROVAL OF THE NEW SHARE OPTION SCHEME OR
THE RELEVANT DATE OF APPROVAL OF THE
REFRESHMENT OF THE SERVICE PROVIDER
SUBLIMIT
9D SUBJECT TO AND CONDITIONAL UPON THE NEW Mgmt For For
SHARE OPTION SCHEME BECOMING EFFECTIVE, TO
CONSIDER AND APPROVE THE TERMINATION OF THE
EXISTING SHARE OPTION SCHEME OF THE COMPANY
WHICH WAS ADOPTED BY THE COMPANY PURSUANT
TO THE RESOLUTION PASSED BY THE
SHAREHOLDERS OF THE COMPANY ON 30 MAY 2019
UPON THE NEW SHARE OPTION SCHEME BECOMING
EFFECTIVE
10 TO APPROVE AND ADOPT THE AMENDED AND Mgmt For For
RESTATED MEMORANDUM OF ASSOCIATION AND
ARTICLES OF ASSOCIATION OF THE COMPANY (THE
NEW MEMORANDUM AND ARTICLES OF ASSOCIATION)
AND AUTHORIZE THE DIRECTORS OF THE COMPANY
TO DO ALL SUCH ACTS, DEEDS, MATTERS AND
THINGS AND TO SIGN AND EXECUTE ALL SUCH
DOCUMENTS AND MAKE ALL SUCH ARRANGEMENTS AS
THEY SHALL, IN THEIR ABSOLUTE DISCRETION,
DEEM NECESSARY OR EXPEDIENT TO GIVE EFFECT
TO OR IN CONNECTION WITH THE ADOPTION OF
THE NEW MEMORANDUM AND ARTICLES OF
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
YOUGOV PLC Agenda Number: 716342528
--------------------------------------------------------------------------------------------------------------------------
Security: G9875S112
Meeting Type: AGM
Meeting Date: 08-Dec-2022
Ticker:
ISIN: GB00B1VQ6H25
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE COMPANY'S ANNUAL REPORT AND Mgmt For For
ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31
JULY 2022
2 TO APPROVE THE ANNUAL REPORT ON Mgmt For For
REMUNERATION
3 TO REAPPOINT PRICEWATERHOUSECOOPERSLLP AS Mgmt For For
AUDITORS
4 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt For For
REMUNERATION OF THE AUDITORS
5 TO ELECT NICHOLAS PRETTE JOHN AS A DIRECTOR Mgmt For For
6 TO RE ELECT ROGER PARRY AS A DIRECTOR Mgmt For For
7 TO RE ELECT STEPHAN SHAKESPEARE AS A Mgmt For For
DIRECTOR
8 TO RE ELECT ALEXANDER MCINTOSH AS A Mgmt For For
DIRECTOR
9 TO RE ELECT SUNDIP CHAHAL AS A DIRECTOR Mgmt For For
10 TO RE ELECT ROSEMARY LEITH AS A DIRECTOR Mgmt For For
11 TO RE ELECT ASHLEY MARTIN AS A DIRECTOR Mgmt For For
12 TO RE ELECT ANDREA NEWMAN AS A DIRECTOR Mgmt For For
13 TO DECLARE A FINAL DIVIDEND OF 7.0P PER Mgmt For For
ORDINARY SHARE
14 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
IN THE COMPANY
15 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS Mgmt For For
16 TO AUTHORISE THE COMPANY TO MAKE MARKET Mgmt For For
PURCHASES OF ITS OWN SHARES
Calamos Market Neutral Income Fund
--------------------------------------------------------------------------------------------------------------------------
10X CAPITAL VENTURE ACQUISITION CORP III Agenda Number: 935749905
--------------------------------------------------------------------------------------------------------------------------
Security: G87077122
Meeting Type: Special
Meeting Date: 28-Dec-2022
Ticker: VCXBU
ISIN: KYG870771220
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt For For
resolution, to amend and restate the
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amended and restated Charter
in the form set forth in Annex A of the
accompanying proxy statement.
2. The Adjournment Proposal - As an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting.
--------------------------------------------------------------------------------------------------------------------------
10X CAPITAL VENTURE ACQUISITION CORP. II Agenda Number: 935725474
--------------------------------------------------------------------------------------------------------------------------
Security: G87076108
Meeting Type: Special
Meeting Date: 09-Nov-2022
Ticker: VCXA
ISIN: KYG870761080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt For For
resolution, to amend and restate the
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amended and restated Charter
in the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (an
"initial business combination"), (2) cease
its ...(due to space limits, see proxy
material for full proposal).
2. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
3M COMPANY Agenda Number: 935791550
--------------------------------------------------------------------------------------------------------------------------
Security: 88579Y101
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: MMM
ISIN: US88579Y1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas "Tony" K. Brown
1b. Election of Director for a term of one Mgmt For For
year: Anne H. Chow
1c. Election of Director for a term of one Mgmt For For
year: David B. Dillon
1d. Election of Director for a term of one Mgmt For For
year: Michael L. Eskew
1e. Election of Director for a term of one Mgmt For For
year: James R. Fitterling
1f. Election of Director for a term of one Mgmt For For
year: Amy E. Hood
1g. Election of Director for a term of one Mgmt For For
year: Suzan Kereere
1h. Election of Director for a term of one Mgmt For For
year: Gregory R. Page
1i. Election of Director for a term of one Mgmt For For
year: Pedro J. Pizarro
1j. Election of Director for a term of one Mgmt For For
year: Michael F. Roman
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as 3M's
independent registered public accounting
firm.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval on the frequency of Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ABBOTT LABORATORIES Agenda Number: 935777865
--------------------------------------------------------------------------------------------------------------------------
Security: 002824100
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: ABT
ISIN: US0028241000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. J. Alpern Mgmt For For
1b. Election of Director: C. Babineaux-Fontenot Mgmt For For
1c. Election of Director: S. E. Blount Mgmt For For
1d. Election of Director: R. B. Ford Mgmt For For
1e. Election of Director: P. Gonzalez Mgmt For For
1f. Election of Director: M. A. Kumbier Mgmt For For
1g. Election of Director: D. W. McDew Mgmt For For
1h. Election of Director: N. McKinstry Mgmt For For
1i. Election of Director: M. G. O'Grady Mgmt For For
1j. Election of Director: M. F. Roman Mgmt For For
1k. Election of Director: D. J. Starks Mgmt For For
1l. Election of Director: J. G. Stratton Mgmt For For
2. Ratification of Ernst & Young LLP As Mgmt For For
Auditors
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Approval of the Frequency of Shareholder
Votes on Executive Compensation
5. Shareholder Proposal - Special Shareholder Shr Against For
Meeting Threshold
6. Shareholder Proposal - Independent Board Shr Against For
Chairman
7. Shareholder Proposal - Lobbying Disclosure Shr Against For
8. Shareholder Proposal - Incentive Shr Against For
Compensation
--------------------------------------------------------------------------------------------------------------------------
ABBVIE INC. Agenda Number: 935786484
--------------------------------------------------------------------------------------------------------------------------
Security: 00287Y109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ABBV
ISIN: US00287Y1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Robert J. Mgmt For For
Alpern
1b. Election of Class II Director: Melody B. Mgmt For For
Meyer
1c. Election of Class II Director: Frederick H. Mgmt For For
Waddell
2. Ratification of Ernst & Young LLP as Mgmt For For
AbbVie's independent registered public
accounting firm for 2023.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Approval of a management proposal regarding Mgmt For For
amendment of the certificate of
incorporation to eliminate supermajority
voting.
5. Stockholder Proposal - to Implement Simple Shr Against For
Majority Vote.
6. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Political Spending.
7. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Lobbying.
8. Stockholder Proposal - to Issue a Report on Shr Against For
Patent Process.
--------------------------------------------------------------------------------------------------------------------------
ACCELERATE ACQUISITION CORP. Agenda Number: 935745200
--------------------------------------------------------------------------------------------------------------------------
Security: 00439D102
Meeting Type: Special
Meeting Date: 15-Dec-2022
Ticker: AAQC
ISIN: US00439D1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal: Mgmt For For
Amend the Company's amended and restated
certificate of incorporation to (i)
eliminate the requirement that the Company
retain at least $5,000,001 of net tangible
assets following the redemption of Public
Shares in connection with a Business
Combination and certain amendments of the
Certificate of Incorporation and (ii) allow
the Company to remove up to $100,000 of
interest earned on the amount on deposit in
the Trust Account.
2. Early Termination Proposal: Amend the Mgmt For For
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from March 22, 2023 to
such other date as shall be determined by
the Board and publicly announced by the
Company, provided that such other date
shall be no sooner than the date of the
effectiveness of the amendment to the
Certificate of Incorporation pursuant to
the General Corporation Law of the State of
Delaware and no later than December 30,
2022.
3. Early Termination Trust Amendment Proposal: Mgmt For For
Amend the Investment Management Trust
Agreement, dated March 17, 2021 to change
the date on which Continental must commence
liquidation of the trust account from the
Original Termination Date to the Early
Termination Date.
4. Adjournment Proposal: Adjourn the Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock to constitute a
quorum necessary to conduct business at the
Stockholder Meeting or at the time of the
Stockholder Meeting to approve the
Redemption Limit Elimination Proposal, the
Early Termination Proposal or the Early
Termination Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 935750174
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
ACCRETION ACQUISITION CORP. Agenda Number: 935800931
--------------------------------------------------------------------------------------------------------------------------
Security: 00438Y107
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: ENER
ISIN: US00438Y1073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT PROPOSAL - To amend the Mgmt For For
Company's amended & restated certificate of
incorporation to extend the date (the
Termination Date) by which Company has to
consummate a Business Combination (as
defined below) from April 25, 2023
("Original Termination Date") to July 25,
2023 ("Charter Extension Date") & to allow
Company, without another stockholder vote,
to elect to extend Termination Date to
consummate a Business Combination on a
monthly basis up to 5 times by an
additional 1 month each time after Charter
Extension Date, by resolution of Company's
board.
2. ADJOURNMENT PROPOSAL - To adjourn the Mgmt For For
Special Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are insufficient
shares of common stock, par value $0.001
per share in the capital of the Company
represented (either in person or by proxy)
to constitute a quorum necessary to conduct
business at the Special Meeting or at the
time of the Special Meeting to approve the
Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ACROPOLIS INFR ACQUISITION CORP. Agenda Number: 935892073
--------------------------------------------------------------------------------------------------------------------------
Security: 005029103
Meeting Type: Special
Meeting Date: 23-Jun-2023
Ticker: ACRO
ISIN: US0050291030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to amend Mgmt For For
the Company's amended and restated
certificate of incorporation (the
"Certificate of Incorporation"), in the
form set forth in Annex A to the
accompanying Proxy Statement, to extend the
date by which the Company must either (a)
consummate a merger, consolidation, capital
stock exchange, asset acquisition, stock
purchase, reorganization or similar
business combination with one or more
businesses or entities (an "initial
business ...(due to space limits, see proxy
material for full proposal).
2. The Early Liquidation Amendment Proposal - Mgmt Against Against
to amend the Certificate of Incorporation,
in the form set forth in Annex B to the
accompanying Proxy Statement, to permit the
Company's board of directors, in its sole
and absolute discretion, to cease all
operations of the Company except for the
purpose of winding up and, subject to and
in accordance with the Certificate of
Incorporation, redeem all public shares
prior to the Extended Date.
3. The Redemption Limitation Amendment Mgmt For For
Proposal - to amend the Certificate of
Incorporation, in the form set forth in
Annex C to the accompanying Proxy
Statement, to eliminate from the
Certificate of Incorporation the limitation
that the Company shall not redeem or
repurchase public shares to the extent that
such redemption would cause the Company's
net tangible assets to be less than
$5,000,001 (the "Redemption Limitation").
The Redemption Limitation Amendment would
allow the Company to ...(due to space
limits, see proxy material for full
proposal).
4. The Adjournment Proposal - to adjourn the Mgmt For For
Special Meeting to a later date or dates or
indefinitely, if necessary or convenient,
to permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of any of the
foregoing proposals.
--------------------------------------------------------------------------------------------------------------------------
ACTIVISION BLIZZARD, INC. Agenda Number: 935851762
--------------------------------------------------------------------------------------------------------------------------
Security: 00507V109
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: ATVI
ISIN: US00507V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reveta Bowers Mgmt For For
1b. Election of Director: Kerry Carr Mgmt For For
1c. Election of Director: Robert Corti Mgmt For For
1d. Election of Director: Brian Kelly Mgmt For For
1e. Election of Director: Robert Kotick Mgmt For For
1f. Election of Director: Barry Meyer Mgmt For For
1g. Election of Director: Robert Morgado Mgmt For For
1h. Election of Director: Peter Nolan Mgmt For For
1i. Election of Director: Dawn Ostroff Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes to approve our executive
compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
5. Shareholder proposal regarding shareholder Shr For Against
ratification of termination pay.
6. Shareholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
7. Withdrawn by proponent Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ADOBE INC. Agenda Number: 935770126
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: ADBE
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Amy Banse
1b. Election of Director to serve for a Mgmt For For
one-year term: Brett Biggs
1c. Election of Director to serve for a Mgmt For For
one-year term: Melanie Boulden
1d. Election of Director to serve for a Mgmt For For
one-year term: Frank Calderoni
1e. Election of Director to serve for a Mgmt For For
one-year term: Laura Desmond
1f. Election of Director to serve for a Mgmt For For
one-year term: Shantanu Narayen
1g. Election of Director to serve for a Mgmt For For
one-year term: Spencer Neumann
1h. Election of Director to serve for a Mgmt For For
one-year term: Kathleen Oberg
1i. Election of Director to serve for a Mgmt For For
one-year term: Dheeraj Pandey
1j. Election of Director to serve for a Mgmt For For
one-year term: David Ricks
1k. Election of Director to serve for a Mgmt For For
one-year term: Daniel Rosensweig
1l. Election of Director to serve for a Mgmt For For
one-year term: John Warnock
2. Approve the 2019 Equity Incentive Plan, as Mgmt For For
amended, to increase the available share
reserve by 12,000,000 shares.
3. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending on December
1, 2023.
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
5. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
6. Stockholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MERGER PARTNERS, INC. Agenda Number: 935739310
--------------------------------------------------------------------------------------------------------------------------
Security: 00777J109
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: AMPI
ISIN: US00777J1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To adopt an Mgmt For For
amendment to our amended and restated
certificate of incorporation in the form
attached to the Accompanying proxy
statement as Annex A to (i) accelerate the
date by which we must consummate our
initial business combination from March 4,
2023 to the time and date immediately
following the filing of such amendment with
the Secretary of State of the State of
Delaware, or the Accelerated Termination
Date, (ii) remove the Redemption Limitation
(as ...(due to space limits, see proxy
material for full proposal).
2. Trust Amendment Proposal - To amend our Mgmt For For
investment management trust agreement,
dated March 1, 2021, with Continental Stock
Transfer & Trust Company, as trustee, or
the Trust Agreement, pursuant to an
amendment in the form attached to the
Accompanying proxy statement as Annex B, to
accelerate the date on which the trustee
must commence liquidation of the trust
account established in connection with our
initial public offering to the time and
date immediately following the Accelerated
Termination Date.
3. Adjournment Proposal - To approve one or Mgmt For For
more adjournments of the meeting from time
to time, if necessary or appropriate (as
determined by our board of directors or the
chairperson of the meeting), including to
solicit additional proxies to vote in favor
of the other items of business identified
above, in the event that there are
insufficient votes at the time of the
meeting to establish a quorum or approve
the first and second items of business
identified above.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO DEVICES, INC. Agenda Number: 935797728
--------------------------------------------------------------------------------------------------------------------------
Security: 007903107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: AMD
ISIN: US0079031078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora M. Denzel Mgmt For For
1b. Election of Director: Mark Durcan Mgmt For For
1c. Election of Director: Michael P. Gregoire Mgmt For For
1d. Election of Director: Joseph A. Householder Mgmt For For
1e. Election of Director: John W. Marren Mgmt For For
1f. Election of Director: Jon A. Olson Mgmt For For
1g. Election of Director: Lisa T. Su Mgmt For For
1h. Election of Director: Abhi Y. Talwalkar Mgmt For For
1i. Election of Director: Elizabeth W. Mgmt For For
Vanderslice
2. Approve of the Advanced Micro Devices, Inc. Mgmt For For
2023 Equity Incentive Plan.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the current fiscal
year.
4. Advisory vote to approve the executive Mgmt For For
compensation of our named executive
officers.
5. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AESTHER HEALTHCARE ACQUISITION CORP. Agenda Number: 935760377
--------------------------------------------------------------------------------------------------------------------------
Security: 00809L106
Meeting Type: Special
Meeting Date: 03-Feb-2023
Ticker: AEHA
ISIN: US00809L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt and approve an Agreement and Plan Mgmt For For
of Merger by and among AHAC, AHAC Merger
Sub Inc., a Delaware corporation and
wholly-owned subsidiary of AHAC ("Merger
Sub"), Ocean Biomedical, Inc., a Delaware
corporation ("Ocean Biomedical"), Aesther
Healthcare Sponsor, LLC, ("Sponsor") in its
capacity as Purchaser Representative, and
Dr. Chirinjeev Kathuria, in his capacity as
Seller Representative that was amended on
December 5, 2022 (as amended, the "Business
Combination Agreement"), ...(due to space
limits, see proxy material for full
proposal).
2. To adopt and approve the Third Amended and Mgmt For For
Restated Certificate of Incorporation of
AHAC, or the New Ocean Biomedical Charter,
as set out in Annex B to the proxy
statement, which shall become effective
upon the Closing of the Business
Combination (the "Charter Amendment
Proposal").
3. To consider and vote upon a proposal to Mgmt For For
approve, for purposes of complying with
Nasdaq Listing Rules 5635(a) and (b), the
issuance of more than 20% of the issued and
outstanding Class A common stock and the
resulting change in control in connection
with the Business Combination (the "Nasdaq
Proposal").
4. To approve and adopt the 2022 Equity Mgmt For For
Incentive Plan, a copy of which is attached
to the accompanying proxy statement as
Annex C (the "Incentive Plan Proposal").
5. To approve and adopt the Employee Stock Mgmt For For
Purchase Plan, a copy of which is attached
to the accompanying proxy statement as
Annex D (the "Employee Stock Purchase Plan
Proposal").
6. To consider and vote to elect eleven Mgmt For For
directors to serve staggered terms on
AHAC's board of directors until the 2023,
2024 and 2025 annual meeting of
stockholders of AHAC, respectively, and
until their respective successors are duly
elected and qualified (the "Election of
Directors Proposal").
7. To adopt and approve a proposal to adjourn Mgmt For For
the Special Meeting to a later date or
dates, if necessary to permit further
solicitation and vote of proxies if it is
determined by AHAC that more time is
necessary or appropriate to approve one or
more Proposals at the Special Meeting (the
"Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
AETHERIUM ACQUISITION CORP Agenda Number: 935777461
--------------------------------------------------------------------------------------------------------------------------
Security: 00809J101
Meeting Type: Special
Meeting Date: 23-Mar-2023
Ticker: GMFI
ISIN: US00809J1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - APPROVAL OF AN Mgmt For For
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
EXTEND THE DATE BY WHICH THE COMPANY MUST
CONSUMMATE A BUSINESS COMBINATION FROM
APRIL 3, 2023, TO APRIL 3, 2024 AS
SPECIFICALLY PROVIDED IN THE PROXY, OR SUCH
EARLIER DATE AS DETERMINED BY THE BOARD OF
DIRECTORS, WHICH WE REFER TO AS THE
"EXTENSION AMENDMENT PROPOSAL.".
2. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt For For
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT WITH CONTINENTAL STOCK
TRANSFER & TRUST COMPANY TO PROVIDE THAT
THE TIME FOR THE COMPANY TO COMPLETE ITS
INITIAL BUSINESS COMBINATION BE EXTENDED
FROM APRIL 3, 2023 TO APRIL 3, 2024, OR
SUCH EARLIER DATE AS DETERMINED BY THE
BOARD, PROVIDED THAT THE COMPANY DEPOSITS
INTO THE TRUST ACCOUNT THE LESSER OF (A)
$0.055 PER NON-REDEEMING PUBLIC SHARE AND
(B) $150,000 FOR EACH MONTHLY EXTENSION.
3. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt For For
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE PROPOSAL 1 AND PROPOSAL 2.
--------------------------------------------------------------------------------------------------------------------------
AF ACQUISITION CORP. Agenda Number: 935746163
--------------------------------------------------------------------------------------------------------------------------
Security: 001040104
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: AFAQ
ISIN: US0010401042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: A proposal to Mgmt For For
amend the Company's amended and restated
certificate of incorporation to extend the
date by which the Company would be required
to consummate a Business Combination from
March 23, 2023 to August 23, 2023.
2. Liquidation Amendment Proposal: A proposal Mgmt For For
to amend the Company's amended and restated
certificate of incorporation to permit the
Board, in its sole discretion, to elect to
wind up our operations on an earlier date
than August 23, 2023 (including prior to
March 23, 2023).
3. Trust Amendment Proposal: A proposal to Mgmt For For
amend the Company's investment management
trust agreement, dated as of March 18,
2021, by and between the Company and
Continental Stock Transfer & Trust Company.
to extend the date by which the Company
would be required to consummate a business
combination from March 23, 2023 to August
23, 2023, or such earlier date as
determined by the Board, in its sole
discretion.
4. Auditor Ratification Proposal: Ratification Mgmt For For
of the selection of Marcum LLP by the audit
committee of the Company's board of
directors to serve as the Company's
independent registered public accounting
firm for the year ending December 31, 2022.
5. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal
1, Proposal 2, Proposal 3 or Proposal 4.
--------------------------------------------------------------------------------------------------------------------------
AFLAC INCORPORATED Agenda Number: 935785038
--------------------------------------------------------------------------------------------------------------------------
Security: 001055102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: AFL
ISIN: US0010551028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
next annual meeting: Daniel P. Amos
1b. Election of Director to serve until the Mgmt For For
next annual meeting: W. Paul Bowers
1c. Election of Director to serve until the Mgmt For For
next annual meeting: Arthur R. Collins
1d. Election of Director to serve until the Mgmt For For
next annual meeting: Miwako Hosoda
1e. Election of Director to serve until the Mgmt For For
next annual meeting: Thomas J. Kenny
1f. Election of Director to serve until the Mgmt For For
next annual meeting: Georgette D. Kiser
1g. Election of Director to serve until the Mgmt For For
next annual meeting: Karole F. Lloyd
1h. Election of Director to serve until the Mgmt For For
next annual meeting: Nobuchika Mori
1i. Election of Director to serve until the Mgmt For For
next annual meeting: Joseph L. Moskowitz
1j. Election of Director to serve until the Mgmt For For
next annual meeting: Barbara K. Rimer, DrPH
1k. Election of Director to serve until the Mgmt For For
next annual meeting: Katherine T. Rohrer
2. To consider the following non-binding Mgmt For For
advisory proposal: "Resolved, on an
advisory basis, the shareholders of Aflac
Incorporated approve the compensation of
the named executive officers, as disclosed
pursuant to the compensation disclosure
rules of the Securities and Exchange
Commission, including the Compensation
Discussion and Analysis and accompanying
tables and narrative in the Notice of 2023
Annual Meeting of Shareholders and Proxy
Statement".
3. Non-binding, advisory vote on the frequency Mgmt 1 Year For
of future advisory votes on executive
compensation.
4. To consider and act upon the ratification Mgmt For For
of the appointment of KPMG LLP as
independent registered public accounting
firm of the Company for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AGILENT TECHNOLOGIES, INC. Agenda Number: 935762218
--------------------------------------------------------------------------------------------------------------------------
Security: 00846U101
Meeting Type: Annual
Meeting Date: 15-Mar-2023
Ticker: A
ISIN: US00846U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director for a three-year term: Mgmt For For
Heidi K. Kunz
1.2 Election of Director for a three-year term: Mgmt For For
Susan H. Rataj
1.3 Election of Director for a three-year term: Mgmt For For
George A. Scangos, Ph.D.
1.4 Election of Director for a three-year term: Mgmt For For
Dow R. Wilson
2. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To ratify the Audit and Finance Committee's Mgmt For For
appointment of PricewaterhouseCoopers LLP
as our independent registered public
accounting firm.
4. To approve amendments to the Certificate of Mgmt For For
Incorporation to create a new stockholder
right to call a special meeting.
5. An advisory vote on the frequency of the Mgmt 1 Year For
stockholder vote to approve the
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
AIR PRODUCTS AND CHEMICALS, INC. Agenda Number: 935746365
--------------------------------------------------------------------------------------------------------------------------
Security: 009158106
Meeting Type: Annual
Meeting Date: 26-Jan-2023
Ticker: APD
ISIN: US0091581068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tonit M. Calaway Mgmt For For
1b. Election of Director: Charles Cogut Mgmt For For
1c. Election of Director: Lisa A. Davis Mgmt For For
1d. Election of Director: Seifollah Ghasemi Mgmt For For
1e. Election of Director: David H.Y. Ho Mgmt For For
1f. Election of Director: Edward L. Monser Mgmt For For
1g. Election of Director: Matthew H. Paull Mgmt For For
1h. Election of Director: Wayne T. Smith Mgmt For For
2. Advisory vote approving the compensation of Mgmt For For
the Company's executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive officer
compensation.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as the Company's independent registered
public accounting firm for the fiscal year
ending September 30, 2023.
--------------------------------------------------------------------------------------------------------------------------
ALEXANDRIA REAL ESTATE EQUITIES, INC. Agenda Number: 935824070
--------------------------------------------------------------------------------------------------------------------------
Security: 015271109
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: ARE
ISIN: US0152711091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joel S. Marcus Mgmt For For
1b. Election of Director: Steven R. Hash Mgmt For For
1c. Election of Director: James P. Cain Mgmt For For
1d. Election of Director: Cynthia L. Feldmann Mgmt For For
1e. Election of Director: Maria C. Freire Mgmt For For
1f. Election of Director: Richard H. Klein Mgmt For For
1g. Election of Director: Michael A. Woronoff Mgmt For For
2. To cast a non-binding, advisory vote on a Mgmt For For
resolution to approve the compensation of
the Company's named executive officers, as
more particularly described in the
accompanying Proxy Statement.
3. To cast a non-binding, advisory vote on the Mgmt 1 Year For
frequency of future non-binding advisory
stockholder votes on the compensation of
the Company's named executive officers, as
more particularly described in the
accompanying Proxy Statement.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered
public accountants for the fiscal year
ending December 31, 2023, as more
particularly described in the accompanying
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
ALLEGION PLC Agenda Number: 935842369
--------------------------------------------------------------------------------------------------------------------------
Security: G0176J109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: ALLE
ISIN: IE00BFRT3W74
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kirk S. Hachigian Mgmt For For
1b. Election of Director: Steven C. Mizell Mgmt For For
1c. Election of Director: Nicole Parent Haughey Mgmt For For
1d. Election of Director: Lauren B. Peters Mgmt For For
1e. Election of Director: Ellen Rubin Mgmt For For
1f. Election of Director: Dean I. Schaffer Mgmt For For
1g. Election of Director: John H. Stone Mgmt For For
1h. Election of Director: Dev Vardhan Mgmt For For
1i. Election of Director: Martin E. Welch III Mgmt For For
2. Approve the compensation of our named Mgmt For For
executive officers on an advisory
(non-binding) basis.
3. Approve the Allegion plc Incentive Stock Mgmt For For
Plan of 2023.
4. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers as independent
registered public accounting firm and
authorize the Audit and Finance Committee
of the Company's Board of Directors to set
the independent registered public
accounting firm's renumeration for the
fiscal year ended December 31, 2023.
5. Approval of renewal of the Board of Mgmt For For
Directors' existing authority to issue
shares under Irish law.
6. Approval of renewal of the Board of Mgmt For For
Directors' existing authority to issue
shares for cash without first offering
shares to existing shareholders (Special
Resolution under Irish law).
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
ALSP ORCHID ACQUISITION CORP. I Agenda Number: 935764630
--------------------------------------------------------------------------------------------------------------------------
Security: G0231L107
Meeting Type: Special
Meeting Date: 17-Feb-2023
Ticker: ALOR
ISIN: KYG0231L1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Initial Period Extension Amendment Proposal Mgmt For For
- To amend the Memorandum and Articles of
Association to extend the initial date by
which ALSP Orchid must consummate a
business combination (the "Charter Initial
Period Extension") from February 23, 2023
(the "Initial Period Termination Date") to
August 23, 2023 (the "Charter Initial
Period Extension Date", and the proposal
being the "Initial Period Extension
Amendment Proposal"), subject to any
additional extensions as provided in our
Memorandum and Articles of Association.
2. Adjournment Proposal - To adjourn the Mgmt For For
Shareholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A ordinary shares, par value $0.0001
per share ("Class A Ordinary Shares") and
Class B ordinary shares, par value $0.0001
per share (the "Class B Ordinary Shares"
and, collectively with the Class A Ordinary
Shares, the "Ordinary ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
ALTENERGY ACQUISITION CORP. Agenda Number: 935835009
--------------------------------------------------------------------------------------------------------------------------
Security: 02157M108
Meeting Type: Special
Meeting Date: 28-Apr-2023
Ticker: AEAE
ISIN: US02157M1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal to amend the Amended and Mgmt For For
Restated Certificate of Incorporation
("Charter") ("Extension Proposal") by which
the Company must (1) consummate a merger,
capital stock exchange, asset acquisition,
stock purchase, reorganization or similar
business combination with one or more
businesses ("initial business combination")
or (2) cease its operations except for the
purpose of winding up if it fails to
complete such initial business combination,
and redeem all of the Class A common stock.
2. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or dates if
necessary or convenient, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, which
will only be presented at the Special
Meeting if, based on tabulated votes, are
not sufficient votes at the time of the
Special Meeting to approve Extension
Proposal, in which case the Adjournment
Proposal will be the only proposal
presented at the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
ALTRIA GROUP, INC. Agenda Number: 935804965
--------------------------------------------------------------------------------------------------------------------------
Security: 02209S103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MO
ISIN: US02209S1033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ian L.T. Clarke Mgmt For For
1b. Election of Director: Marjorie M. Connelly Mgmt For For
1c. Election of Director: R. Matt Davis Mgmt For For
1d. Election of Director: William F. Gifford, Mgmt For For
Jr.
1e. Election of Director: Jacinto J. Hernandez Mgmt For For
1f. Election of Director: Debra J. Kelly-Ennis Mgmt For For
1g. Election of Director: Kathryn B. McQuade Mgmt For For
1h. Election of Director: George Munoz Mgmt For For
1i. Election of Director: Nabil Y. Sakkab Mgmt For For
1j. Election of Director: Virginia E. Shanks Mgmt For For
1k. Election of Director: Ellen R. Strahlman Mgmt For For
1l. Election of Director: M. Max Yzaguirre Mgmt For For
2. Ratification of the Selection of Mgmt For For
Independent Registered Public Accounting
Firm
3. Non-Binding Advisory Vote to Approve the Mgmt For For
Compensation of Altria's Named Executive
Officers
4. Non-Binding Advisory Vote on the Frequency Mgmt 1 Year For
of Future Advisory Votes to Approve the
Compensation of Altria's Named Executive
Officers
5. Shareholder Proposal - Report on Congruence Shr Against For
of Political and Lobbying Expenditures with
Company Values and Policies
6. Shareholder Proposal - Commission a Civil Shr Against For
Rights Equity Audit
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AMCI ACQUISITION CORP. II Agenda Number: 935758435
--------------------------------------------------------------------------------------------------------------------------
Security: 00166R100
Meeting Type: Special
Meeting Date: 06-Feb-2023
Ticker: AMCI
ISIN: US00166R1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon a proposal to adopt
the agreement and plan of merger, dated as
of March 8, 2022 (as amended on December 7,
2022, and as may be further amended and/or
restated from time to time, the "Merger
Agreement"), by and among AMCI, AMCI Merger
Sub, Inc., a Delaware corporation and a
wholly owned subsidiary of AMCI ("Merger
Sub"), and LanzaTech NZ, Inc., a Delaware
corporation ("LanzaTech"); and the
transactions contemplated thereby, ...(due
to space limits, see proxy material for
full proposal).
2a. The Charter Proposal - the proposed second Mgmt For For
amended and restated certificate of
incorporation of AMCI (the "Proposed
Charter"), which will replace AMCI's
amended and restated certificate of
incorporation, dated August 3, 2021 (the
"Current Charter") and will be in effect
upon the consummation of the Business
Combination.
2b. The Charter Proposal - the reclassification Mgmt For For
of AMCI's Class A common stock, par value
$0.0001 per share ("Class A common stock"),
and AMCI's Class B common stock, par value
$0.0001 per share ("Class B common stock")
into a single class of common stock, par
value $0.0001 per share, of the combined
company ("New LanzaTech Common Stock").
2c. The Charter Proposal - the increase in the Mgmt For For
number of authorized shares of New
LanzaTech Common Stock from 300,000,000
shares to 400,000,000 shares and the
increase in the number of authorized shares
of preferred stock from 1,000,000 shares to
20,000,000 shares.
3a. The Advisory Charter Proposals - to provide Mgmt For For
that New LanzaTech will have authorized
capital stock of 420,000,000 shares,
consisting of 400,000,000 shares of New
LanzaTech Common Stock and 20,000,000
shares of preferred stock, par value
$0.0001 per share, as opposed to AMCI
having authorized capital stock of
301,000,000 shares, consisting of
280,000,000 shares of Class A common stock,
20,000,000 shares of Class B common stock
and 1,000,000 shares of preferred stock.
3b. The Advisory Charter Proposals - to provide Mgmt For For
that directors of New LanzaTech may be
removed from office only for cause and only
with the affirmative vote of the holders of
at least 662/3% of the voting power of the
outstanding shares of stock of New
LanzaTech.
3c. The Advisory Charter Proposals - to change Mgmt For For
the stockholder vote required to amend
certain provisions of the Proposed Charter.
3d. The Advisory Charter Proposals - to Mgmt For For
prohibit all stockholders from acting by
written consent by specifying that any
action required or permitted to be taken by
stockholders must be effected by a duly
called annual or special meeting and may
not be effected by written consent.
3e. The Advisory Charter Proposals - to provide Mgmt For For
for certain additional changes, including,
among other things, (i) changing the
post-Business Combination company's
corporate name from "AMCI Acquisition Corp.
II" to "LanzaTech Global, Inc." and making
the company's corporate existence perpetual
and (ii) removing certain provisions
related to our status as a blank check
company that will no longer apply upon
consummation of the Business Combination.
4. The Stock Issuance Proposal - to consider Mgmt For For
and vote upon a proposal to approve,
assuming the Business Combination Proposal
and the Charter Proposals are approved and
adopted, for the purposes of complying with
the applicable listing rules of Nasdaq, the
issuance of (x) shares of New LanzaTech
Common Stock pursuant to the terms of the
Merger Agreement and (y) shares of Class A
common stock to certain institutional
investors in connection with the Private
Placement (as defined in the ...(due to
space limits, see proxy material for full
proposal).
5. The Incentive Plan Proposal - to consider Mgmt For For
and vote upon a proposal to approve,
assuming the Business Combination Proposal,
the Charter Proposals and the Stock
Issuance Proposal are approved and adopted,
the LanzaTech 2023 Long-Term Incentive Plan
(the "Incentive Plan"), including the
authorization of the initial share reserve,
the aggregate number of shares issuable
pursuant to incentive stock options within
the meaning of section 422 of the Internal
Revenue Code of 1986, as amended, ...(due
to space limits, see proxy material for
full proposal).
6. DIRECTOR
Barbara Byrne Mgmt For For
Nigel Gormly Mgmt For For
Jennifer Holmgren Mgmt For For
Dorri McWhorter Mgmt For For
Jim Messina Mgmt For For
Nimesh Patel Mgmt For For
Gary Rieschel Mgmt For For
7. The Adjournment Proposal - to consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, any of
the Business Combination Proposal, the
Charter Proposals, the Stock Issuance
Proposal, the Incentive Plan Proposal and
the Director Election Proposal would not be
duly approved and adopted by our
stockholders or we ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
AMERICAN ELECTRIC POWER COMPANY, INC. Agenda Number: 935778083
--------------------------------------------------------------------------------------------------------------------------
Security: 025537101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: AEP
ISIN: US0255371017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicholas K. Akins Mgmt For For
1b. Election of Director: J. Barnie Beasley, Mgmt For For
Jr.
1c. Election of Director: Ben Fowke Mgmt For For
1d. Election of Director: Art A. Garcia Mgmt For For
1e. Election of Director: Linda A. Goodspeed Mgmt For For
1f. Election of Director: Donna A. James Mgmt For For
1g. Election of Director: Sandra Beach Lin Mgmt For For
1h. Election of Director: Margaret M. McCarthy Mgmt For For
1i. Election of Director: Oliver G. Richard III Mgmt For For
1j. Election of Director: Daryl Roberts Mgmt For For
1k. Election of Director: Julia A. Sloat Mgmt For For
1l. Election of Director: Sara Martinez Tucker Mgmt For For
1m. Election of Director: Lewis Von Thaer Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Amendment to the Company's Bylaws to Mgmt For For
eliminate supermajority voting provisions.
4. Advisory approval of the Company's Mgmt For For
executive compensation.
5. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on the Company's
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 935784808
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas J. Baltimore
1b. Election of Director for a term of one Mgmt For For
year: John J. Brennan
1c. Election of Director for a term of one Mgmt For For
year: Peter Chernin
1d. Election of Director for a term of one Mgmt For For
year: Walter J. Clayton III
1e. Election of Director for a term of one Mgmt For For
year: Ralph de la Vega
1f. Election of Director for a term of one Mgmt For For
year: Theodore J. Leonsis
1g. Election of Director for a term of one Mgmt For For
year: Deborah P. Majoras
1h. Election of Director for a term of one Mgmt For For
year: Karen L. Parkhill
1i. Election of Director for a term of one Mgmt For For
year: Charles E. Phillips
1j. Election of Director for a term of one Mgmt For For
year: Lynn A. Pike
1k. Election of Director for a term of one Mgmt For For
year: Stephen J. Squeri
1l. Election of Director for a term of one Mgmt For For
year: Daniel L. Vasella
1m. Election of Director for a term of one Mgmt For For
year: Lisa W. Wardell
1n. Election of Director for a term of one Mgmt For For
year: Christopher D. Young
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
4. Advisory resolution to approve the Mgmt 1 Year For
frequency of future advisory say-on-pay
votes.
5. Shareholder proposal relating to Shr For Against
shareholder ratification of excessive
termination pay.
6. Shareholder proposal relating to abortion & Shr Against For
consumer data privacy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 935793629
--------------------------------------------------------------------------------------------------------------------------
Security: 026874784
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: AIG
ISIN: US0268747849
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: PAOLA BERGAMASCHI Mgmt For For
1b. Election of Director: JAMES COLE, JR. Mgmt For For
1c. Election of Director: W. DON CORNWELL Mgmt For For
1d. Election of Director: LINDA A. MILLS Mgmt For For
1e. Election of Director: DIANA M. MURPHY Mgmt For For
1f. Election of Director: PETER R. PORRINO Mgmt For For
1g. Election of Director: JOHN G. RICE Mgmt For For
1h. Election of Director: THERESE M. VAUGHAN Mgmt For For
1i. Election of Director: VANESSA A. WITTMAN Mgmt For For
1j. Election of Director: PETER ZAFFINO Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareholder Proposal Requesting an Shr Against For
Independent Board Chair Policy.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN TOWER CORPORATION Agenda Number: 935806008
--------------------------------------------------------------------------------------------------------------------------
Security: 03027X100
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMT
ISIN: US03027X1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas A. Bartlett Mgmt For For
1b. Election of Director: Kelly C. Chambliss Mgmt For For
1c. Election of Director: Teresa H. Clarke Mgmt For For
1d. Election of Director: Raymond P. Dolan Mgmt For For
1e. Election of Director: Kenneth R. Frank Mgmt For For
1f. Election of Director: Robert D. Hormats Mgmt For For
1g. Election of Director: Grace D. Lieblein Mgmt For For
1h. Election of Director: Craig Macnab Mgmt For For
1i. Election of Director: JoAnn A. Reed Mgmt For For
1j. Election of Director: Pamela D. A. Reeve Mgmt For For
1k. Election of Director: Bruce L. Tanner Mgmt For For
1l. Election of Director: Samme L. Thompson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023.
3. To approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. To vote, on an advisory basis, on the Mgmt 1 Year For
frequency with which the Company will hold
a stockholder advisory vote on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
AMERIPRISE FINANCIAL, INC. Agenda Number: 935779148
--------------------------------------------------------------------------------------------------------------------------
Security: 03076C106
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: AMP
ISIN: US03076C1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James M. Cracchiolo Mgmt For For
1b. Election of Director: Robert F. Sharpe, Jr. Mgmt For For
1c. Election of Director: Dianne Neal Blixt Mgmt For For
1d. Election of Director: Amy DiGeso Mgmt For For
1e. Election of Director: Christopher J. Mgmt For For
Williams
1f. Election of Director: Armando Pimentel, Jr. Mgmt For For
1g. Election of Director: Brian T. Shea Mgmt For For
1h. Election of Director: W. Edward Walter III Mgmt For For
2. To approve the compensation of the named Mgmt For For
executive officers by a nonbinding advisory
vote.
3. To approve a nonbinding advisory vote on Mgmt 1 Year For
the frequency of shareholder approval of
the compensation of the named executive
officers.
4. To approve the Ameriprise Financial 2005 Mgmt For For
incentive compensation plan, as amended and
restated.
5. To ratify the Audit and Risk Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent registered public
accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
AMGEN INC. Agenda Number: 935805739
--------------------------------------------------------------------------------------------------------------------------
Security: 031162100
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: AMGN
ISIN: US0311621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Wanda M. Austin
1b. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Robert A. Bradway
1c. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Michael V. Drake
1d. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Brian J. Druker
1e. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Robert A. Eckert
1f. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Greg C. Garland
1g. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Mr.
Charles M. Holley, Jr.
1h. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr. S.
Omar Ishrak
1i. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Tyler Jacks
1j. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Ms.
Ellen J. Kullman
1k. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Ms.
Amy E. Miles
1l. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr.
Ronald D. Sugar
1m. Election of Director for a term of office Mgmt For For
expiring at the 2024 annual meeting: Dr. R.
Sanders Williams
2. Advisory vote on the frequency of future Mgmt 1 Year For
stockholder advisory votes to approve
executive compensation.
3. Advisory vote to approve our executive Mgmt For For
compensation.
4. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accountants for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AMPHENOL CORPORATION Agenda Number: 935823953
--------------------------------------------------------------------------------------------------------------------------
Security: 032095101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: APH
ISIN: US0320951017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Nancy A. Altobello Mgmt For For
1.2 Election of Director: David P. Falck Mgmt For For
1.3 Election of Director: Edward G. Jepsen Mgmt For For
1.4 Election of Director: Rita S. Lane Mgmt For For
1.5 Election of Director: Robert A. Livingston Mgmt For For
1.6 Election of Director: Martin H. Loeffler Mgmt For For
1.7 Election of Director: R. Adam Norwitt Mgmt For For
1.8 Election of Director: Prahlad Singh Mgmt For For
1.9 Election of Director: Anne Clarke Wolff Mgmt For For
2. Ratification of Deloitte & Touche LLP as Mgmt For For
Independent Public Accountants of the
Company
3. Advisory Vote to Approve Compensation of Mgmt For For
Named Executive Officers
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Compensation of
Named Executive Officers
5. Stockholder Proposal: Improve Political Shr Against For
Spending Disclosure
--------------------------------------------------------------------------------------------------------------------------
ANZU SPECIAL ACQUISITION CORP I Agenda Number: 935761521
--------------------------------------------------------------------------------------------------------------------------
Security: 03737A101
Meeting Type: Special
Meeting Date: 28-Feb-2023
Ticker: ANZU
ISIN: US03737A1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend Mgmt For For
Anzu's amended and restated certificate of
incorporation to extend the date by which
Anzu has to consummate a business
combination from March 4, 2023 to September
30, 2023 or such earlier date as determined
by the Board (the "Extension Amendment
Proposal"). A copy of the proposed
amendments is set forth in Annex A to the
accompanying proxy statement.
2. Adjournment Proposal - To adjourn Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of
Stockholder Meeting, there are insufficient
shares of Class A common stock, par value
$0.0001 per share, and shares of Class B
common stock, par value $0.0001 per share,
of Anzu represented to constitute a quorum
necessary to conduct business at the
Stockholder Meeting or at time of
Stockholder Meeting to approve Extension
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
APEIRON CAPITAL INVESTMENT CORP. Agenda Number: 935746721
--------------------------------------------------------------------------------------------------------------------------
Security: 03752A101
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: APN
ISIN: US03752A1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 12, 2023
to August 14, 2023 (or such earlier date as
determined by the Board).
2. Director Election Proposal: To elect the Mgmt For For
following director as a Class I director
(to serve until the annual meeting of
stockholders of the Company to be held in
2025 or until a successor is elected and
qualified or his earlier resignation or
removal): Charles Aggouras
3. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
APPLIED MATERIALS, INC. Agenda Number: 935760858
--------------------------------------------------------------------------------------------------------------------------
Security: 038222105
Meeting Type: Annual
Meeting Date: 09-Mar-2023
Ticker: AMAT
ISIN: US0382221051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rani Borkar Mgmt For For
1b. Election of Director: Judy Bruner Mgmt For For
1c. Election of Director: Xun (Eric) Chen Mgmt For For
1d. Election of Director: Aart J. de Geus Mgmt For For
1e. Election of Director: Gary E. Dickerson Mgmt For For
1f. Election of Director: Thomas J. Iannotti Mgmt For For
1g. Election of Director: Alexander A. Karsner Mgmt For For
1h. Election of Director: Kevin P. March Mgmt For For
1i. Election of Director: Yvonne McGill Mgmt For For
1j. Election of Director: Scott A. McGregor Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Applied Materials' named
executive officers for fiscal year 2022.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of holding an advisory vote on
executive compensation.
4. Ratification of the appointment of KPMG LLP Mgmt For For
as Applied Materials' independent
registered public accounting firm for
fiscal year 2023.
5. Shareholder proposal to amend the Shr Against For
appropriate company governing documents to
give the owners of a combined 10% of our
outstanding common stock the power to call
a special shareholder meeting.
6. Shareholder proposal to improve the Shr Against For
executive compensation program and policy
to include the CEO pay ratio factor.
--------------------------------------------------------------------------------------------------------------------------
APTIV PLC Agenda Number: 935775443
--------------------------------------------------------------------------------------------------------------------------
Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
APX ACQUISITION CORP. I Agenda Number: 935765036
--------------------------------------------------------------------------------------------------------------------------
Security: G0440J109
Meeting Type: Special
Meeting Date: 27-Feb-2023
Ticker: APXI
ISIN: KYG0440J1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt For For
proposal, by special resolution, to amend
the Company's Amended and Restated
Memorandum and Articles of Association (the
"Amended and Restated Memorandum and
Articles of Association") as set forth in
Annex A of the accompanying Proxy
Statement, to change the payment required
to extend the date by which the Company
must consummate an initial business
combination (the "Combination Period") by
two three-month periods.
2. The Trust Agreement Amendment Proposal - A Mgmt For For
proposal to approve by the affirmative vote
of the holders of at least sixty-five
percent (65%) of the outstanding Class A
ordinary shares and Class B ordinary shares
of the Company (together, the "ordinary
shares"), voting together as a single
class, the amendment to the Company's
Investment Management Trust Agreement,
dated as of December 6, 2021 (the "Trust
Agreement").
3. The Adjournment Proposal - A proposal, by Mgmt For For
ordinary resolution, to adjourn the
Extraordinary General Meeting to a later
date or dates, if necessary, either (x) to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Extraordinary General
Meeting, there are insufficient votes to
approve the Extension Amendment Proposal
and the Trust Agreement Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ARBOR RAPHA CAPITAL BIOHOLDINGS CORP. I Agenda Number: 935735588
--------------------------------------------------------------------------------------------------------------------------
Security: 03881F104
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: ARCK
ISIN: US03881F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - a proposal to Mgmt For For
amend the Company's Amended and Restated
Certificate of Incorporation (the
"Certificate of Incorporation") pursuant to
an amendment to the Certificate of
Incorporation (as set forth in the "first"
and "second" sections of Annex A of the
accompanying proxy statement).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - a proposal to amend the
Certificate of Incorporation pursuant to an
amendment to the Certificate of
Incorporation (as set forth in the "third",
"fourth", "fifth" and "sixth" sections of
Annex A of the accompanying proxy
statement).
3. The Adjournment Proposal - A proposal to Mgmt For For
approve the adjournment of the Special
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which may be presented at the
Special Meeting if, based on the tabulated
votes, there are not sufficient votes at
the time of the Special Meeting to approve
the Extension Proposal.
--------------------------------------------------------------------------------------------------------------------------
ARCHER-DANIELS-MIDLAND COMPANY Agenda Number: 935782335
--------------------------------------------------------------------------------------------------------------------------
Security: 039483102
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: ADM
ISIN: US0394831020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M.S. Burke Mgmt For For
1b. Election of Director: T. Colbert Mgmt For For
1c. Election of Director: J.C. Collins, Jr. Mgmt For For
1d. Election of Director: T.K. Crews Mgmt For For
1e. Election of Director: E. de Brabander Mgmt For For
1f. Election of Director: S.F. Harrison Mgmt For For
1g. Election of Director: J.R. Luciano Mgmt For For
1h. Election of Director: P.J. Moore Mgmt For For
1i. Election of Director: D.A. Sandler Mgmt For For
1j. Election of Director: L.Z. Schlitz Mgmt For For
1k. Election of Director: K.R. Westbrook Mgmt For For
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent auditors for the year ending
December 31, 2023.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation.
5. Stockholder Proposal Regarding an Shr Against For
Independent Board Chairman.
--------------------------------------------------------------------------------------------------------------------------
ARENA FORTIFY ACQUISITION CORP. Agenda Number: 935741050
--------------------------------------------------------------------------------------------------------------------------
Security: 04005A104
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: AFAC
ISIN: US04005A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: To permit the Company to Mgmt For For
liquidate and wind up early by amending the
Charter to (i) change the date by which the
Company must consummate an initial business
combination, from February 15, 2023 to
December 9, 2022, (ii) remove the
Redemption Limitation and (iii) allow the
Company to remove prior to redeeming Public
Shares up to $100,000 of interest earned on
Trust Account funds to pay dissolution
expenses.
2. Adjournment: To adjourn the Special Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from shares of the
Company's holders of the Common Stock to
approve the Charter Amendment Proposal or
if otherwise determined by the chairperson
of the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
ARGUS CAPITAL CORP. Agenda Number: 935745212
--------------------------------------------------------------------------------------------------------------------------
Security: 04026L105
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: ARGU
ISIN: US04026L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: to amend Mgmt For For
the Company's Amended and Restated
Certificate of Incorporation (the
"Charter") by adopting an amendment to the
Charter in the form set forth in Annex A of
accompanying proxy statement together with
the "Charter," the "Amended Charter") to
accelerate date by which the Company must
cease all operations, except for the
purpose of winding up, if it fails to
complete a merger, capital stock exchange,
asset acquisition, stock purchase,
reorganization or similar business
combination with one or more businesses.
2. The Trust Amendment Proposal: to amend the Mgmt For For
Investment Management Trust Agreement,
dated 09, 21, 2021 (the "Trust Agreement"),
the Company and Continental Stock Transfer
& Trust Company, as trustee
("Continental"), pursuant to an amendment
to the Trust Agreement in the form set
forth in Annex B of accompanying proxy
statement (the "Trust Amendment") to change
the date on which Continental must commence
liquidation of the trust account (the
"Trust Account") established in connection
with the Company's initial public offering
to the Amended Termination Date.
3. The Adjournment Proposal: to consider and Mgmt For For
vote upon a proposal to allow the chairman
of the Special Meeting to adjourn the
Special Meeting to a later date, if
necessary, for the absence of a quorum, to
solicit additional proxies from Company
stockholders to approve the Charter
Amendment Proposal and/or the Trust
Amendment Proposal or to ensure that any
supplement or amendment to the accompanying
proxy statement/prospectus is timely
provided to Company stockholders.
--------------------------------------------------------------------------------------------------------------------------
ARIES I ACQUISITION CORP. Agenda Number: 935696611
--------------------------------------------------------------------------------------------------------------------------
Security: G0542N107
Meeting Type: Special
Meeting Date: 12-Aug-2022
Ticker: RAM
ISIN: KYG0542N1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt For For
"RESOLVED, as a special resolution, that
the Articles of Association of Aries
currently in effect be amended and restated
by the deletion in their entirety and the
substitution in their place of the Second
Amended and Restated Articles of
Association of Aries (a copy of which is
attached to the proxy statement for this
Meeting as Annex A)."
2) The Trust Agreement Amendment Proposal - To Mgmt For For
approve an amendment to the Company's
Investment Management Trust Agreement,
dated May 18, 2021, by and between Aries
and Continental Stock Transfer & Trust
Company, allowing Aries to extend the
Business Combination Period up to twelve
(12) times for an additional one (1) month
each time from 08/21/2022 to 08/21/2023 by
depositing into the trust account, for each
one-month extension, the lesser of (a)
$120,000 and (b) $0.035 for each Class A
ordinary share outstanding after giving
effect to the Redemption.
3) The Adjournment Proposal - To adjourn the Mgmt For For
special meeting of Aries shareholders to a
later date or dates, if necessary, to
permit further solicitation and vote of
Proxies if, based upon the tabulated vote
at the time of the special meeting, there
are not sufficient votes to approve the
Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ARTHUR J. GALLAGHER & CO. Agenda Number: 935796360
--------------------------------------------------------------------------------------------------------------------------
Security: 363576109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: AJG
ISIN: US3635761097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sherry S. Barrat Mgmt For For
1b. Election of Director: William L. Bax Mgmt For For
1c. Election of Director: Teresa H. Clarke Mgmt For For
1d. Election of Director: D. John Coldman Mgmt For For
1e. Election of Director: J. Patrick Gallagher, Mgmt For For
Jr.
1f. Election of Director: David S. Johnson Mgmt For For
1g. Election of Director: Christopher C. Miskel Mgmt For For
1h. Election of Director: Ralph J. Nicoletti Mgmt For For
1i. Election of Director: Norman L. Rosenthal Mgmt For For
2. Ratification of the Appointment of Ernst & Mgmt For For
Young LLP as our Independent Auditor for
the fiscal year ending December 31, 2023.
3. Approval, on an Advisory Basis, of the Mgmt For For
Compensation of our Named Executive
Officers.
4. Vote, on an Advisory Basis, on the Mgmt 1 Year For
Frequency of Future Votes to Approve the
Compensation of Named Executive Officers.
5. Approval of Amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to Limit the Liability of
Certain Officers as Permitted by Law.
--------------------------------------------------------------------------------------------------------------------------
ASSURANT, INC. Agenda Number: 935785165
--------------------------------------------------------------------------------------------------------------------------
Security: 04621X108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: AIZ
ISIN: US04621X1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Elaine D. Rosen Mgmt For For
1b. Election of Director: Paget L. Alves Mgmt For For
1c. Election of Director: Rajiv Basu Mgmt For For
1d. Election of Director: J. Braxton Carter Mgmt For For
1e. Election of Director: Juan N. Cento Mgmt For For
1f. Election of Director: Keith W. Demmings Mgmt For For
1g. Election of Director: Harriet Edelman Mgmt For For
1h. Election of Director: Sari Granat Mgmt For For
1i. Election of Director: Lawrence V. Jackson Mgmt For For
1j. Election of Director: Debra J. Perry Mgmt For For
1k. Election of Director: Ognjen (Ogi) Redzic Mgmt For For
1l. Election of Director: Paul J. Reilly Mgmt For For
1m. Election of Director: Robert W. Stein Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Assurant's
Independent Registered Public Accounting
Firm for 2023.
3. Advisory approval of the 2022 compensation Mgmt For For
of the Company's named executive officers.
4. Advisory approval of the frequency of Mgmt 1 Year For
executive compensation votes.
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 935803937
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: T
ISIN: US00206R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Scott T. Ford Mgmt For For
1b. Election of Director: Glenn H. Hutchins Mgmt For For
1c. Election of Director: William E. Kennard Mgmt For For
1d. Election of Director: Stephen J. Luczo Mgmt For For
1e. Election of Director: Michael B. Mgmt For For
McCallister
1f. Election of Director: Beth E. Mooney Mgmt For For
1g. Election of Director: Matthew K. Rose Mgmt For For
1h. Election of Director: John T. Stankey Mgmt For For
1i. Election of Director: Cynthia B. Taylor Mgmt For For
1j. Election of Director: Luis A. Ubinas Mgmt For For
2. Ratification of the appointment of Mgmt For For
independent auditors.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval of frequency of vote on Mgmt 1 Year For
executive compensation.
5. Independent board chairman. Shr Against For
6. Racial equity audit. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ATHENA CONSUMER ACQUISITION CORP. Agenda Number: 935743030
--------------------------------------------------------------------------------------------------------------------------
Security: 04684M106
Meeting Type: Special
Meeting Date: 30-Nov-2022
Ticker: ACAQ
ISIN: US04684M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation, as amended (our
"charter") to extend the date by which the
Company must consummate a business
combination (as defined in the accompanying
proxy statement) (the "Extension") from
January 22, 2023 (the date which is 15
months from the closing date of the
Company's initial public offering ("IPO")
of units) to July 22, 2023 (the date which
is 21 months from the closing date of the
IPO) (the "Extended Date") (the "Extension
Amendment Proposal").
2. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve the
Extension Amendment Proposal or if we
determine that additional time is necessary
to effectuate the Extension (the
"Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
ATHENA CONSUMER ACQUISITION CORP. Agenda Number: 935746252
--------------------------------------------------------------------------------------------------------------------------
Security: 04684M106
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: ACAQ
ISIN: US04684M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend the Company's Amended and Restated Mgmt For For
Certificate of Incorporation pursuant to an
amendment in the form set forth as Annex A
to the accompanying proxy statement to
provide the Company with the right to
extend the date by which it must consummate
a business combination up to six times for
an additional one month each time, from
January 22, 2023 (the date which is 15
months from the closing date of the
Company's initial public offering of units)
up to July 22, 2023.
2. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve the
Extension Amendment Proposal or if we
determine that additional time is necessary
to effectuate the Extension (the
"Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
ATHENA TECHNOLOGY ACQUISITION CORP. II Agenda Number: 935743080
--------------------------------------------------------------------------------------------------------------------------
Security: 04687C105
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: ATEK
ISIN: US04687C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation, as amended (our
"charter") to extend the date by which the
Company must consummate a business
combination (as defined in the accompanying
proxy statement) (the "Extension") from
June 14, 2023 (the date which is 18 months
from the closing date of the Company's
initial public offering (the "IPO") of
units) to September 14, 2023 (the date
which is 21 months from the closing date of
the IPO) (the "Extended Date").
2. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve the
Extension Amendment Proposal or if we
determine that additional time is necessary
to effectuate the Extension (the
"Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
ATHENA TECHNOLOGY ACQUISITION CORP. II Agenda Number: 935874621
--------------------------------------------------------------------------------------------------------------------------
Security: 04687C105
Meeting Type: Special
Meeting Date: 13-Jun-2023
Ticker: ATEK
ISIN: US04687C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation, as amended (the
"charter"), to extend the date by which the
Company must consummate a business
combination (the "Extension") from June 14,
2023 (the date which is 18 months from the
closing date of the Company's initial
public offering ("IPO") of units) (the
"Current Outside Date") to January 14, 2024
(the date which is 25 months from the
closing date of the IPO) (the "Extended
Date") (the "Extension Amendment
Proposal").
2. To amend (the "Trust Amendment") the Mgmt For For
Company's Investment Management Trust
Agreement, dated as of December 9, 2021, by
and between the Company and Continental
Stock Transfer & Trust Company, allowing
the Company to extend the Current Outside
Date to the Extended Date (the "Trust
Amendment Proposal").
3. To amend (the "Founder Share Amendment") Mgmt For For
the charter to provide holders of the
Company's Class B common stock ("Class B
common stock") the right to convert any and
all of their shares of Class B common stock
into shares of Class A common stock of the
Company on a one-for-one basis prior to the
closing of a business combination at the
election of the holder (the "Founder Share
Amendment Proposal").
4. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve the
Extension Amendment Proposal, the Trust
Amendment Proposal or the Founder Share
Amendment Proposal, or if we determine that
additional time is necessary to effectuate
the Extension.
--------------------------------------------------------------------------------------------------------------------------
ATLANTIC COASTAL ACQUISITION CORP Agenda Number: 935767650
--------------------------------------------------------------------------------------------------------------------------
Security: 048453104
Meeting Type: Special
Meeting Date: 02-Mar-2023
Ticker: ACAH
ISIN: US0484531043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to (i) extend the date
(the "Termination Date") by which the
Company has to complete a business
combination from March 8, 2023 (the
"Original Termination Date") to June 8,
2023 (the "Extended Date") or such earlier
date as determined by the Board of
Directors and to allow the Company, without
another vote, to elect to extend the
Termination Date to consummate an initial
business combination ...(due to space
limits, see proxy material for full
proposal).
2. Adjournment Proposal: Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Charter Amendment Proposal, which we refer
to as the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
ATLANTIC COASTAL ACQUISITION CORP. II Agenda Number: 935793403
--------------------------------------------------------------------------------------------------------------------------
Security: 04845A108
Meeting Type: Special
Meeting Date: 18-Apr-2023
Ticker: ACAB
ISIN: US04845A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to (i) extend the date
(the "Termination Date") by which the
Company has to complete a business
combination from April 19, 2023 (the
"Original Termination Date") to October 19,
2023 (the "Extended Date) or such earlier
date as determined by the Board of
Directors and to allow the Company, without
another vote, to elect to extend the
Termination Date to consummate an initial
business combination ...(due to space
limits, see proxy statement for full
proposal).
2. Adjournment Proposal - Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Charter Amendment Proposal, which we refer
to as the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
AUTODESK, INC. Agenda Number: 935863351
--------------------------------------------------------------------------------------------------------------------------
Security: 052769106
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: ADSK
ISIN: US0527691069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Andrew Anagnost Mgmt For For
1b. Election of Director: Karen Blasing Mgmt For For
1c. Election of Director: Reid French Mgmt For For
1d. Election of Director: Dr. Ayanna Howard Mgmt For For
1e. Election of Director: Blake Irving Mgmt For For
1f. Election of Director: Mary T. McDowell Mgmt For For
1g. Election of Director: Stephen Milligan Mgmt For For
1h. Election of Director: Lorrie M. Norrington Mgmt For For
1i. Election of Director: Betsy Rafael Mgmt For For
1j. Election of Director: Rami Rahim Mgmt For For
1k. Election of Director: Stacy J. Smith Mgmt For For
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as Autodesk, Inc.'s independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
3. Approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of Autodesk, Inc.'s
named executive officers.
4. Approve, on an advisory (non-binding) Mgmt 1 Year For
basis, the frequency with which
stockholders are provided an advisory
(non-binding) vote on the compensation of
Autodesk, Inc.'s named executive officers.
--------------------------------------------------------------------------------------------------------------------------
AUTOMATIC DATA PROCESSING, INC. Agenda Number: 935711829
--------------------------------------------------------------------------------------------------------------------------
Security: 053015103
Meeting Type: Annual
Meeting Date: 09-Nov-2022
Ticker: ADP
ISIN: US0530151036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Bisson Mgmt For For
1b. Election of Director: David V. Goeckeler Mgmt For For
1c. Election of Director: Linnie M. Haynesworth Mgmt For For
1d. Election of Director: John P. Jones Mgmt For For
1e. Election of Director: Francine S. Katsoudas Mgmt For For
1f. Election of Director: Nazzic S. Keene Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Scott F. Powers Mgmt For For
1i. Election of Director: William J. Ready Mgmt For For
1j. Election of Director: Carlos A. Rodriguez Mgmt For For
1k. Election of Director: Sandra S. Wijnberg Mgmt For For
2. Advisory Vote on Executive Compensation. Mgmt For For
3. Ratification of the Appointment of Mgmt For For
Auditors.
4. Amendment to the Automatic Data Processing, Mgmt For For
Inc. Employees' Savings-Stock Purchase
Plan.
--------------------------------------------------------------------------------------------------------------------------
AVALON ACQUISITION INC. Agenda Number: 935873148
--------------------------------------------------------------------------------------------------------------------------
Security: 05338E101
Meeting Type: Special
Meeting Date: 06-Jun-2023
Ticker: AVAC
ISIN: US05338E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt the Business Combination
Agreement, dated as of September 21, 2022,
as amended (the "Business Combination
Agreement"), by and among Avalon
Acquisition Inc ("Avalon"), The Beneficient
Company Group, L.P., a Delaware limited
partnership ("BCG," and as converted into a
Nevada corporation, "Beneficient"),
Beneficient Merger Sub I, Inc., a Delaware
corporation and subsidiary of BCG ...(due
to space limits, see proxy statement for
full proposal).
2. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to adjourn the special
meeting of Avalon (the "Avalon Special
Meeting") to a later date or time, if
necessary, to permit further solicitation
of proxies if, based upon the tabulated
vote at the time of the Avalon Special
Meeting, there are not sufficient votes to
approve the Business Combination Proposal
or holders of Class A common stock of
Avalon, par value $0.0001 per share (the
"Avalon Class A common stock"), have
elected to ...(due to space limits, see
proxy statement for full proposal).
--------------------------------------------------------------------------------------------------------------------------
AVALONBAY COMMUNITIES, INC. Agenda Number: 935814841
--------------------------------------------------------------------------------------------------------------------------
Security: 053484101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AVB
ISIN: US0534841012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Glyn F. Aeppel
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Terry S. Brown
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Ronald L. Havner, Jr.
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Stephen P. Hills
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher B. Howard
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard J. Lieb
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Nnenna Lynch
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Charles E. Mueller,
Jr.
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Timothy J. Naughton
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Benjamin W. Schall
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Susan Swanezy
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: W. Edward Walter
2. To adopt a resolution approving, on a Mgmt For For
non-binding advisory basis, the
compensation paid to the Company's Named
Executive Officers, as disclosed pursuant
to Item 402 of Regulation S-K, including
the Compensation Discussion and Analysis,
compensation tables and narrative
discussion set forth in the proxy
statement.
3. To cast a non-binding, advisory vote as to Mgmt 1 Year For
the frequency of future non-binding,
advisory Stockholder votes on the Company's
named executive officer compensation.
4. To ratify the selection of Ernst & Young Mgmt For For
LLP as the Company's independent auditors
for the year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AVERY DENNISON CORPORATION Agenda Number: 935776609
--------------------------------------------------------------------------------------------------------------------------
Security: 053611109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: AVY
ISIN: US0536111091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bradley Alford Mgmt For For
1b. Election of Director: Anthony Anderson Mgmt For For
1c. Election of Director: Mitchell Butier Mgmt For For
1d. Election of Director: Ken Hicks Mgmt For For
1e. Election of Director: Andres Lopez Mgmt For For
1f. Election of Director: Francesca Reverberi Mgmt For For
1g. Election of Director: Patrick Siewert Mgmt For For
1h. Election of Director: Julia Stewart Mgmt For For
1i. Election of Director: Martha Sullivan Mgmt For For
1j. Election of Director: William Wagner Mgmt For For
2. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of advisory votes to approve
executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
AVISTA PUBLIC ACQUISITION CORP II Agenda Number: 935718619
--------------------------------------------------------------------------------------------------------------------------
Security: G07247110
Meeting Type: Special
Meeting Date: 24-Oct-2022
Ticker: AHPAU
ISIN: KYG072471108
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - a Mgmt For For
proposal to approve by special resolution
and adopt (i) the Agreement and Plan of
Merger, dated as of March 23, 2022 (the
"Merger Agreement"), by and among APAC,
Ligand Pharmaceuticals Incorporated, a
Delaware corporation ("Ligand"), OmniAb,
Inc., a Delaware corporation and
wholly-owned subsidiary of Ligand
("OmniAb"), and Orwell Merger Sub Inc., a
Delaware corporation and wholly-owned
subsidiary of APAC, (ii) the Transaction
Documents (as defined in the Merger ...(due
to space limits, see proxy material for
full proposal).
2. The Domestication Proposal - a proposal to Mgmt For For
approve by special resolution the change of
APAC's jurisdiction of incorporation (the
"Domestication"), by deregistering as an
exempted company in the Cayman Islands and
continuing and domesticating under the name
"OmniAb, Inc." as a corporation
incorporated under the laws of the State of
Delaware (the "Domestication Proposal").
3. The Organizational Documents Proposal - a Mgmt For For
proposal to approve by special resolution
and adopt the proposed new certificate of
incorporation (the "Proposed Certificate of
Incorporation") and the proposed new bylaws
(the "Proposed Bylaws") of APAC after
giving effect to the Domestication ("New
OmniAb") (the "Organizational Documents
Proposal").
4a. Change the Authorized Capital Stock - To Mgmt For For
approve and adopt provisions in the
Proposed Certificate of Incorporation to
authorize the change in the authorized
capital stock of APAC from (i) 500,000,000
APAC Class A Ordinary Shares, 50,000,000
APAC Class B Ordinary Shares and 5,000,000
preference shares, par value $0.0001 per
share, of APAC to (ii) 1,000,000,000 shares
of New OmniAb common stock and 100,000,000
shares of New OmniAb preferred stock.
4b. Change the Stockholder Vote Required to Mgmt For For
Amend the Certificate of Incorporation - To
approve and adopt provisions in the
Proposed Certificate of Incorporation to
require that the affirmative vote of
holders of at least 66 2/3% of the voting
power of all then-outstanding New OmniAb
Common Stock entitled to vote generally in
the election of directors, voting together
as a single class, to adopt, amend or
repeal the Proposed Bylaws and the
provisions in the Proposed Certificate of
Incorporation. ...(due to space limits, see
proxy material for full proposal).
4c. Establish a Classified Board of Directors - Mgmt For For
To approve and adopt provisions in the
Proposed Certificate of Incorporation to
would divide the New OmniAb Board of
directors into three classes, with only one
class of directors being elected in each
year and each class serving a three-year
term.
4d. Action by Written Consent Stockholders - To Mgmt For For
approve and adopt provisions in the
Proposed Certificate of Incorporation to
provide that any action required or
permitted to be taken by the New OmniAb
Stockholders may be effected at a duly
called annual or special meeting of such
stockholders, and may not be taken by
written consent.
4e. Removal of Directors - To approve and adopt Mgmt For For
provisions in the Proposed Certificate of
Incorporation to require the affirmative
vote of the holders of at least 66 2/3% of
the voting power of the outstanding shares
of New OmniAb entitled to vote to remove a
director for cause.
4f. Delaware as Exclusive Forum - To approve Mgmt For For
and adopt provisions in the Proposed
Certificate of Incorporation to provide
that, unless New OmniAb consents in writing
to the selection of an alternative forum,
the Court of Chancery of the State of
Delaware shall be the sole and exclusive
forum for the types of actions or
proceedings under Delaware statutory or
common law for the actions described in the
proxy statement/prospectus/ information
statement.
5. The Stock Issuance Proposal - a proposal to Mgmt For For
approve by ordinary resolution, for the
purposes of complying with the applicable
provisions of Nasdaq Rule 5635, the
issuance of shares of common stock, par
value $0.0001, of New OmniAb pursuant to
(a) the Domestication, (b) the PIPE
Investment, (c) the Redemption Backstop and
(d) the Merger, as each of the capitalized
terms used in clauses (b), (c) and (d) are
defined in the Merger Agreement and
described in the accompanying proxy
statement. ...(due to space limits, see
proxy material for full proposal).
6. The Incentive Plan Proposal - a proposal to Mgmt For For
approve by ordinary resolution, the OmniAb,
Inc. 2022 Incentive Award Plan (the
"Incentive Plan Proposal").
7. The ESPP Proposal - a proposal to approve Mgmt For For
by ordinary resolution, the OmniAb, Inc.
2022 Employee Stock Purchase Plan (the
"ESPP Proposal").
8a. Election of Class I Director: Matthew W. Mgmt For For
Foehr
8b. Election of Class I Director: Jennifer Mgmt For For
Cochran
8c. Election of Class II Director: Sarah Boyce Mgmt For For
8d. Election of Class II Director: Sunil Patel Mgmt For For
8e. Election of Class III Director: John L. Mgmt For For
Higgins
8f. Election of Class III Director: Carolyn Mgmt For For
Bertozzi
8g. Election of Class III Director: Joshua Mgmt For For
Tamaroff
9. The Adjournment Proposal - to consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the extraordinary general
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient shares represented to
constitute a quorum necessary to conduct
business at the extraordinary general
meeting or for the approval of one or more
proposals at the extraordinary general
meeting or to the extent necessary to
ensure that any ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
B. RILEY PRINCIPAL 250 MERGER CORP. Agenda Number: 935739803
--------------------------------------------------------------------------------------------------------------------------
Security: 05602L104
Meeting Type: Annual
Meeting Date: 16-Dec-2022
Ticker: BRIV
ISIN: US05602L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director to serve until Mgmt For For
the annual meeting: Samuel McBride
1b. Election of Class I Director to serve until Mgmt For For
the annual meeting: Timothy Presutti
2. To ratify the appointment of Marcum LLP as Mgmt For For
the Company's independent registered public
accounting firm for the year ending
December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BANYAN ACQUISITION CORPORATION Agenda Number: 935811403
--------------------------------------------------------------------------------------------------------------------------
Security: 06690B107
Meeting Type: Special
Meeting Date: 21-Apr-2023
Ticker: BYN
ISIN: US06690B1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Charter Amendment") our Mgmt For For
amended and restated certificate of
incorporation (our "charter"), which
currently provides that (i) we have the
option to extend the period by which we
must consummate a business combination up
to two times, each for an additional three
months, for a total of six months, from
April 24, 2023 (the "Original Termination
Date") to October 24, 2023 ("Original
Extended Date") and (ii) our shares of
Class B Common Stock ("Class B Common
Stock") shall automatically convert into
shares of our Class A Common Stock.
2. To amend (the "Trust Amendment" and Mgmt For For
together with the Charter Amendment, the
"Extension Amendments") the Investment
Management Trust Agreement entered into in
connection with our initial public offering
("IPO"), dated January 19, 2022, by and
between Continental Stock Transfer & Trust
Company (the "Trustee") and Banyan
Acquisition Corporation (the "Trust
Agreement").
3. To approve the adjournment of the special Mgmt For For
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Charter Amendment Proposal and the Trust
Amendment Proposal. The Adjournment
Proposal will only be presented at the
special meeting if there are not sufficient
votes to approve the Charter Amendment
Proposal and the Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
BATTERY FUTURE ACQUISITION CORP. Agenda Number: 935879847
--------------------------------------------------------------------------------------------------------------------------
Security: G0888J108
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: BFAC
ISIN: KYG0888J1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt For For
"RESOLVED, as a special resolution, that
the Articles of Association of BFAC
currently in effect be amended and restated
by the deletion in their entirety and the
substitution in their place of the Second
Amended and Restated Articles of
Association of BFAC (a copy of which is
attached to the proxy statement for this
Meeting as Annex A)."
2) The Trust Agreement Amendment Proposal - To Mgmt For For
approve an amendment to the Company's
Investment Management Trust Agreement,
dated December 14, 2021, allowing BFAC to
(1) extend the Business Combination Period
up to twelve times for an additional one
month each time, from June 17, 2023 to June
17, 2024, by depositing into the trust
account the lesser of (i) $0.03 for each
Class A ordinary share not redeemed in
connection with the Special Meeting,
multiplied by the number of public shares
outstanding, and (ii) $250,000.
3) The Adjournment Proposal - To adjourn the Mgmt For For
special meeting of BFAC shareholders to a
later date or dates, if necessary, to
permit further solicitation and vote of
Proxies if, based upon the tabulated vote
at the time of the special meeting, there
are not sufficient votes to approve the
Extension Amendment Proposal or where the
board of directors of BFAC has determined
it is otherwise necessary or desirable.
--------------------------------------------------------------------------------------------------------------------------
BAXTER INTERNATIONAL INC. Agenda Number: 935786218
--------------------------------------------------------------------------------------------------------------------------
Security: 071813109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BAX
ISIN: US0718131099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose (Joe) Almeida Mgmt For For
1b. Election of Director: Michael F. Mahoney Mgmt For For
1c. Election of Director: Patricia B. Morrison Mgmt For For
1d. Election of Director: Stephen N. Oesterle Mgmt For For
1e. Election of Director: Nancy M. Schlichting Mgmt For For
1f. Election of Director: Brent Shafer Mgmt For For
1g. Election of Director: Cathy R. Smith Mgmt For For
1h. Election of Director: Amy A. Wendell Mgmt For For
1i. Election of Director: David S. Wilkes Mgmt For For
1j. Election of Director: Peter M. Wilver Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Advisory Vote on the Frequency of Executive Mgmt 1 Year For
Compensation Advisory Votes.
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm.
5. Stockholder Proposal - Shareholder Shr For Against
Ratification of Excessive Termination Pay.
6. Stockholder Proposal - Executives to Retain Shr Against For
Significant Stock.
--------------------------------------------------------------------------------------------------------------------------
BEARD ENERGY TRANSITION ACQ CORP. Agenda Number: 935757205
--------------------------------------------------------------------------------------------------------------------------
Security: 07402Q101
Meeting Type: Special
Meeting Date: 01-Feb-2023
Ticker: BRD
ISIN: US07402Q1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To amend Mgmt For For
and restate the Company's amended and
restated certificate of incorporation (the
"Charter") to (i) extend the date by which
the Company must consummate a business
combination (the "Extension") from 18
months to 24 months (or 21 months to 27
months, if the Company chooses to exercise
the Extension Option (as defined in the
accompanying proxy statement)) from the
closing of the Company's initial public
offering (the "IPO"), and (ii) modify such
...(due to space limits, see proxy material
for full proposal).
2. The Working Capital Amendment Proposal - To Mgmt For For
amend and restate the Charter to permit the
release of interest from the Trust Account,
to the extent such interest is accrued
after the date of the Amendments (as
defined in the accompanying proxy
statement), to pay the Company's working
capital expenses, and to make certain other
non-substantive changes to our Charter that
our board of directors (the "Board") deems
appropriate (the "Working Capital Amendment
Proposal" or "Proposal No. 2").
3. The Trust Amendment Proposal - To amend and Mgmt For For
restate the Investment Management Trust
Agreement, dated November 23, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, to (i) reflect
the Extension, (ii) reflect the Extension
Option Adjustment, (iii) permit the release
of interest from the Trust Account, to the
extent such interest is accrued after the
date of the Amendments, to pay the
Company's working capital expenses, and
(iv) to make certain other ...(due to space
limits, see proxy material for full
proposal).
4. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the special meeting of the
Company's stockholders to a later date or
dates, if necessary or appropriate, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes to approve the Proposals
or if the Company determines that
additional time is necessary to effectuate
the Amendments (the "Adjournment Proposal"
or "Proposal No. 4"). The Adjournment
Proposal will only be presented at the
special ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
BEARD ENERGY TRANSITION ACQ CORP. Agenda Number: 935861511
--------------------------------------------------------------------------------------------------------------------------
Security: 07402Q101
Meeting Type: Special
Meeting Date: 25-May-2023
Ticker: BRD
ISIN: US07402Q1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To amend Mgmt For For
and restate the Company's Amended and
Restated Certificate of Incorporation (our
"charter") to (i) extend the date by which
the Company must consummate a business
combination (the "Extension") from 18
months (or 21 months if the Company chooses
to exercise the Extension Option (as
defined in the accompanying proxy
statement)) to 25 months from the closing
of the Company's initial public offering
(with no Extension Option) or such ...(due
to space limits, see proxy material for
full proposal).
2. The Trust Amendment Proposal - To amend and Mgmt For For
restate the Investment Management Trust
Agreement, dated November 23, 2021 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, to (i) reflect the Extension
and (ii) make certain other non-substantive
changes to the Trust Agreement that our
Board deems appropriate (the "Trust
Amendment" and, together with the Extension
Amendment, the "Amendments" and such
proposal, the "Trust Amendment ...(due to
space limits, see proxy material for full
proposal).
3. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the special meeting of the
Company's stockholders to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Proposals or if the Company
determines that additional time is
necessary to effectuate the Amendments (the
"Adjournment Proposal" or "Proposal No.
3").
--------------------------------------------------------------------------------------------------------------------------
BECTON, DICKINSON AND COMPANY Agenda Number: 935749789
--------------------------------------------------------------------------------------------------------------------------
Security: 075887109
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: BDX
ISIN: US0758871091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: William M. Brown Mgmt For For
1B. Election of Director: Catherine M. Burzik Mgmt For For
1C. Election of Director: Carrie L. Byington Mgmt For For
1D. Election of Director: R Andrew Eckert Mgmt For For
1E. Election of Director: Claire M. Fraser Mgmt For For
1F. Election of Director: Jeffrey W. Henderson Mgmt For For
1G. Election of Director: Christopher Jones Mgmt For For
1H. Election of Director: Marshall O. Larsen Mgmt For For
1I. Election of Director: Thomas E. Polen Mgmt For For
1J. Election of Director: Timothy M. Ring Mgmt For For
1K. Election of Director: Bertram L. Scott Mgmt For For
2. Ratification of the selection of the Mgmt For For
independent registered public accounting
firm.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory vote to approve the frequency of Mgmt 1 Year For
named executive officer compensation
advisory votes.
5. Approval of amendments to the 2004 Employee Mgmt For For
and Director Equity-Based Compensation
Plan.
6. A shareholder proposal to require prior Shr For Against
shareholder approval of certain termination
payments, if properly presented at the
meeting.
--------------------------------------------------------------------------------------------------------------------------
BELONG ACQUISITION CORP. Agenda Number: 935737796
--------------------------------------------------------------------------------------------------------------------------
Security: 08069M102
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: BLNG
ISIN: US08069M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to Mgmt For For
approve the adoption of an amendment to the
Company's Amended and Restated Certificate
of Incorporation to extend the date that
the Company has to consummate a business
combination from January 27, 2023 to July
27, 2023.
2. The Trust Amendment Proposal - to approve Mgmt For For
the adoption of an amendment to the
Investment Management Trust Agreement,
dated July 22, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from January 27, 2023 to July 27, 2023.
Proposal 2 is conditioned on the approval
of Proposal 1.
3. The Adjournment Proposal - to approve Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
BERENSON ACQUISITION CORP. I Agenda Number: 935741036
--------------------------------------------------------------------------------------------------------------------------
Security: 083690107
Meeting Type: Special
Meeting Date: 07-Feb-2023
Ticker: BACA
ISIN: US0836901076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To amend Mgmt For For
the Company's amended and restated
certificate of incorporation, in the form
set forth as Annex A to the accompanying
proxy statement (the "Charter Amendment"),
to extend the date by which the Company
must consummate an initial business
combination from March 30, 2023 to
September 30, 2023 or such earlier date as
determined by the Company's board of
directors (the "Charter Amendment
Proposal").
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated as of September 27, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy
statement, to provide for the Extension to
the Extended Date pursuant to the Charter
Amendment (the "Trust Amendment Proposal").
3. The Adjournment Proposal: To direct the Mgmt For For
chairman of the Special Meeting to adjourn
the Special Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the Board determines
before the Special Meeting that it is not
necessary or no longer desirable to proceed
with the Charter Amendment Proposal and the
Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
BERENSON ACQUISITION CORP. I Agenda Number: 935787765
--------------------------------------------------------------------------------------------------------------------------
Security: 083690107
Meeting Type: Special
Meeting Date: 28-Mar-2023
Ticker: BACA
ISIN: US0836901076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - To amend Mgmt For For
the Company's amended and restated
certificate of incorporation, in the form
set forth as Annex A to the accompanying
proxy statement (the "Charter Amendment"),
to extend the date by which the Company
must consummate an initial business
combination (the "Extension") from March
30, 2023 to September 30, 2023 or such
earlier date as determined by the Company's
board of directors (the "Board") (such
later date, the "Extended Date," and such
proposal, the "Charter Amendment
Proposal").
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated as of September 27, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy
statement, to provide for the Extension to
the Extended Date pursuant to the Charter
Amendment (the "Trust Amendment Proposal").
3. The Adjournment Proposal - To direct the Mgmt For For
chairman of the special meeting to adjourn
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
special meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the Board determines
before the special meeting that it is not
necessary or no longer desirable to proceed
with the Charter Amendment Proposal and the
Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
BERKSHIRE HATHAWAY INC. Agenda Number: 935785418
--------------------------------------------------------------------------------------------------------------------------
Security: 084670702
Meeting Type: Annual
Meeting Date: 06-May-2023
Ticker: BRKB
ISIN: US0846707026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Warren E. Buffett Mgmt For For
Charles T. Munger Mgmt For For
Gregory E. Abel Mgmt For For
Howard G. Buffett Mgmt For For
Susan A. Buffett Mgmt For For
Stephen B. Burke Mgmt For For
Kenneth I. Chenault Mgmt For For
Christopher C. Davis Mgmt For For
Susan L. Decker Mgmt For For
Charlotte Guyman Mgmt For For
Ajit Jain Mgmt For For
Thomas S. Murphy, Jr. Mgmt For For
Ronald L. Olson Mgmt For For
Wallace R. Weitz Mgmt For For
Meryl B. Witmer Mgmt For For
2. Non-binding resolution to approve the Mgmt For For
compensation of the Company's Named
Executive Officers, as described in the
2023 Proxy Statement.
3. Non-binding resolution to determine the Mgmt 3 Years For
frequency (whether annual, biennial or
triennial) with which shareholders of the
Company shall be entitled to have an
advisory vote on executive compensation.
4. Shareholder proposal regarding how the Shr Against For
Company manages physical and transitional
climate related risks and opportunities.
5. Shareholder proposal regarding how climate Shr Against For
related risks are being governed by the
Company.
6. Shareholder proposal regarding how the Shr Against For
Company intends to measure, disclose and
reduce GHG emissions associated with its
underwriting, insuring and investment
activities.
7. Shareholder proposal regarding the Shr Against For
reporting on the effectiveness of the
Corporation's diversity, equity and
inclusion efforts.
8. Shareholder proposal regarding the adoption Shr Against For
of a policy requiring that two separate
people hold the offices of the Chairman and
the CEO.
9. Shareholder proposal requesting that the Shr Against For
Company avoid supporting or taking a public
policy position on controversial social and
political issues.
--------------------------------------------------------------------------------------------------------------------------
BIG SKY GROWTH PARTNERS, INC. Agenda Number: 935745147
--------------------------------------------------------------------------------------------------------------------------
Security: 08954L102
Meeting Type: Special
Meeting Date: 12-Dec-2022
Ticker: BSKY
ISIN: US08954L1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend the Company's Amended and Restated Mgmt For For
Certificate of Incorporation to amend the
date by which the Company must cease its
operations except for the purpose of
winding up if it fails to complete a
merger, capital stock exchange, asset
acquisition, stock purchase, reorganization
or similar business combination with one or
more businesses, and redeem all of the
shares of Class A Common Stock, par value
$0.0001 per share, of the Company, included
as part of the units sold in the Company's
...(due to space limits, see proxy material
for full proposal).
2. To amend the Investment Management Trust Mgmt For For
Agreement, dated April 28, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, a New York
limited purpose trust company, as trustee,
to change the date on which Continental
must commence liquidation of the trust
account established in connection with the
IPO (the "Trust Account") to the Amended
Termination Date.
3. To approve the adjournment of the Special Mgmt For For
Meeting from time to time to solicit
additional proxies in favor of the previous
proposals or if otherwise determined by the
chairperson of the Special Meeting to be
necessary or appropriate.
--------------------------------------------------------------------------------------------------------------------------
BIOGEN INC. Agenda Number: 935850013
--------------------------------------------------------------------------------------------------------------------------
Security: 09062X103
Meeting Type: Annual
Meeting Date: 26-Jun-2023
Ticker: BIIB
ISIN: US09062X1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Not Applicable
1b. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Caroline D. Dorsa
1c. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Maria C. Freire
1d. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: William A. Hawkins
1e. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Not Applicable
1f. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Jesus B. Mantas
1g. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Not Applicable
1h. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Eric K. Rowinsky
1i. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Stephen A. Sherwin
1j. Election of Director to serve for a Mgmt For For
one-year term extending until the 2024
Annual Meeting: Christopher A. Viehbacher
2. To ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as Biogen Inc.'s
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Say on Pay - To approve an advisory vote on Mgmt For For
executive compensation.
4. Say When on Pay - To approve an advisory Mgmt 1 Year For
vote on the frequency of the advisory vote
on executive compensation.
5. To elect Susan Langer as a director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BIOPLUS ACQUISITION CORP. Agenda Number: 935871675
--------------------------------------------------------------------------------------------------------------------------
Security: G11217117
Meeting Type: Special
Meeting Date: 02-Jun-2023
Ticker: BIOS
ISIN: KYG112171171
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to extend the date by
which the Company has to consummate a
Business Combination from June 7, 2023 to
December 7, 2023 (or such earlier date as
determined by the Board).
2) The Founder Share Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to provide for the right
of a holder of Class B Ordinary Shares to
convert into Class A Ordinary Shares on a
one-for-one basis at any time prior to the
closing of a Business Combination at the
option of a holder of the Class B Ordinary
Shares.
3) The Auditor Ratification Proposal - Mgmt For For
RESOLVED, as an ordinary resolution, that
the appointment of WithumSmith+Brown, PC as
the independent registered public
accounting firm of the Company for the
fiscal year ending December 31, 2023 be
ratified, approved and confirmed in all
respects.
4) The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the extraordinary general meeting in
lieu of an annual general meeting to a
later date or dates to be determined by the
chairman of the extraordinary general
meeting in lieu of an annual general
meeting, or indefinitely, if necessary or
convenient, to permit further solicitation
and vote of proxies be confirmed, ratified
and approved in all respects.
--------------------------------------------------------------------------------------------------------------------------
BLACK KNIGHT, INC. Agenda Number: 935816631
--------------------------------------------------------------------------------------------------------------------------
Security: 09215C105
Meeting Type: Special
Meeting Date: 28-Apr-2023
Ticker: BKI
ISIN: US09215C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to approve and adopt the Agreement Mgmt For For
and Plan of Merger, dated as of May 4,
2022, as amended by Amendment No. 1
thereto, dated as of March 7, 2023, among
Intercontinental Exchange, Inc., Sand
Merger Sub Corporation and Black Knight (as
may be further amended from time to time)
(the "merger proposal").
2. Proposal to approve, on a non-binding, Mgmt For For
advisory basis, the compensation that may
be paid or become payable to Black Knight's
named executive officers that is based on
or otherwise relates to the merger (the
"compensation proposal").
3. Proposal to adjourn or postpone the special Mgmt For For
meeting, if necessary or appropriate, to
solicit additional proxies if, immediately
prior to such adjournment or postponement,
there are not sufficient votes to approve
the merger proposal or to ensure that any
supplement or amendment to the accompanying
proxy statement/prospectus is timely
provided to holders of Black Knight common
stock (the "adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
BLACK MOUNTAIN ACQUISITION CORP. Agenda Number: 935802846
--------------------------------------------------------------------------------------------------------------------------
Security: 09216A108
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: BMAC
ISIN: US09216A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend and Mgmt For For
restate the Company's Amended & Restated
Certificate of Incorporation (i) to extend
the date by which the Company has to
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination, involving the Company
one or more businesses or entities (a
"Business Combination") from 04/18/2023
(the "Original Termination Date") to
06/18/2023 (the "New Termination Date")
(ii) to allow the Company's board of
directors without another stockholder vote.
2. Trust Amendment Proposal - To amend and Mgmt For For
restate the Investment Management Trust
Agreement, dated as of October 13, 2021, by
and between the Company and Continental
Stock Transfer & Trust Company, as trustee,
to reflect the New Termination Date and the
Additional Extension Option (the "Trust
Amendment Proposal"). A copy of the form of
the proposed Amended and Restated
Investment Management Trust Agreement is
set forth in Annex B to the accompanying
proxy statement.
3. Redemption Limitation Amendment Proposal - Mgmt For For
To amend and restate the Certificate of
Incorporation to eliminate (i) the
limitation that the Company shall not
redeem its Public Stock to the extent that
such redemption would result in the Class A
Common Stock, or the securities of any
entity that succeeds the Company as a
public company, becoming "penny stock" (as
defined in accordance with Rule 3a51-1 of
the Securities Exchange Act of 1934, as
amended), or cause the Company to not meet
any greater net tangible asset or cash
requirement.
4. Adjournment Proposal - To adjourn the Mgmt For For
Stockholder Meeting to a later dates, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of Class A Common Stock and shares
of Class B common stock, par value $0.0001
per share, in the capital of the Company
represented (either in person or by proxy)
to constitute a quorum necessary to conduct
business at the time of the Stockholder
Meeting to approve the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
BLACKROCK, INC. Agenda Number: 935821000
--------------------------------------------------------------------------------------------------------------------------
Security: 09247X101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: BLK
ISIN: US09247X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bader M. Alsaad Mgmt For For
1b. Election of Director: Pamela Daley Mgmt For For
1c. Election of Director: Laurence D. Fink Mgmt For For
1d. Election of Director: William E. Ford Mgmt For For
1e. Election of Director: Fabrizio Freda Mgmt For For
1f. Election of Director: Murry S. Gerber Mgmt For For
1g. Election of Director: Margaret "Peggy" L. Mgmt For For
Johnson
1h. Election of Director: Robert S. Kapito Mgmt For For
1i. Election of Director: Cheryl D. Mills Mgmt For For
1j. Election of Director: Gordon M. Nixon Mgmt For For
1k. Election of Director: Kristin C. Peck Mgmt For For
1l. Election of Director: Charles H. Robbins Mgmt For For
1m. Election of Director: Marco Antonio Slim Mgmt For For
Domit
1n. Election of Director: Hans E. Vestberg Mgmt For For
1o. Election of Director: Susan L. Wagner Mgmt For For
1p. Election of Director: Mark Wilson Mgmt For For
2. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
3. Approval, in a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future executive
compensation advisory votes.
4. Ratification of the appointment of Deloitte Mgmt For For
LLP as BlackRock's independent registered
public accounting firm for the fiscal year
2023.
5. Shareholder Proposal - Civil rights, Shr Against For
non-discrimination and returns to merit
audit.
6. Shareholder Proposal - Production of a Shr Against For
report on BlackRock's ability to "engineer
decarbonization in the real economy".
7. Shareholder Proposal - Impact report for Shr Against For
climate-related human risks of iShares U.S.
Aerospace and Defense Exchange-Traded Fund.
--------------------------------------------------------------------------------------------------------------------------
BLOCKCHAIN COINVESTORS ACQ. CORP. I Agenda Number: 935756152
--------------------------------------------------------------------------------------------------------------------------
Security: G11765107
Meeting Type: Special
Meeting Date: 03-Feb-2023
Ticker: BCSA
ISIN: KYG117651078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - As a special Mgmt For For
resolution, to amend ("Extension
Amendment") BCSA's Amended and Restated
Memorandum & Articles of Association
("Governing Documents") to extend the date
by which BCSA must consummate a merger,
share exchange, asset acquisition, stock
purchase, recapitalization, reorganization
or similar business combination from
5/15/2023 (the date which is 18 months from
the closing date of BCSA's initial public
offering of units) to 11/15/2023 in the
form set forth in Annex A to the
accompanying proxy statement.
2. Adjournment Proposal - As an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, either
(x) to permit further solicitation and vote
of proxies in the event that there are
insufficient votes to approve the Extension
Amendment Proposal or if BCSA determines
that additional time is necessary to
effectuate the Extension or (y) if the
board of directors determines before the
Extraordinary General Meeting that it is
not necessary or desirable to proceed.
--------------------------------------------------------------------------------------------------------------------------
BLUE OCEAN ACQUISITION CORP. Agenda Number: 935874645
--------------------------------------------------------------------------------------------------------------------------
Security: G1330L105
Meeting Type: Special
Meeting Date: 06-Jun-2023
Ticker: BOCN
ISIN: KYG1330L1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Amend Mgmt For For
the Company's amended and restated
memorandum and articles of association to:
(a) extend the date by which the Company
must (i) consummate an initial business
combination; (ii) cease its operations,
except for the purpose of winding up, if it
fails to complete such initial business
combination; and (iii) redeem 100% of the
public shares from June 7, 2023 to June 7,
2024, by electing to extend the date to
consummate an initial business combination.
2. The Founder Share Amendment Proposal - Mgmt For For
Amend the Company's amended and restated
memorandum and articles of association to
permit for the issuance of Class A ordinary
shares to holders of Class B ordinary
shares upon the exercise of the right of a
holder of the Company's Class B ordinary
shares to convert such holder's Class B
ordinary shares into Class A ordinary
shares on a one-for-one basis at any time
and from time to time prior to the closing
of an initial business combination at the
election of the holder.
3. The Adjournment Proposal - Approve the Mgmt For For
adjournment of the extraordinary general
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal or the Founder
Share Amendment Proposal or if the Board of
Directors of the Company determines before
the extraordinary general meeting that it
is not necessary or no longer desirable to
proceed with the other proposals.
--------------------------------------------------------------------------------------------------------------------------
BOOKING HOLDINGS INC. Agenda Number: 935842244
--------------------------------------------------------------------------------------------------------------------------
Security: 09857L108
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: BKNG
ISIN: US09857L1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Glenn D. Fogel Mgmt For For
Mirian M. Graddick-Weir Mgmt For For
Wei Hopeman Mgmt For For
Robert J. Mylod, Jr. Mgmt For For
Charles H. Noski Mgmt For For
Larry Quinlan Mgmt For For
Nicholas J. Read Mgmt For For
Thomas E. Rothman Mgmt For For
Sumit Singh Mgmt For For
Lynn V. Radakovich Mgmt For For
Vanessa A. Wittman Mgmt For For
2. Advisory vote to approve 2022 executive Mgmt For For
compensation.
3. Ratification of Deloitte & Touche LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
4. Advisory vote on the frequency of future Mgmt 1 Year For
non-binding advisory votes on the
compensation paid by the Company to its
named executive officers.
5. Stockholder proposal requesting a Shr For Against
non-binding stockholder vote to ratify
termination pay of executives.
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 935784860
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nelda J. Connors Mgmt For For
1b. Election of Director: Charles J. Mgmt For For
Dockendorff
1c. Election of Director: Yoshiaki Fujimori Mgmt For For
1d. Election of Director: Edward J. Ludwig Mgmt For For
1e. Election of Director: Michael F. Mahoney Mgmt For For
1f. Election of Director: David J. Roux Mgmt For For
1g. Election of Director: John E. Sununu Mgmt For For
1h. Election of Director: David S. Wichmann Mgmt For For
1i. Election of Director: Ellen M. Zane Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on the compensation of our named
executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 935766189
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Diane M. Bryant Mgmt For For
1b. Election of Director: Gayla J. Delly Mgmt For For
1c. Election of Director: Raul J. Fernandez Mgmt For For
1d. Election of Director: Eddy W. Hartenstein Mgmt For For
1e. Election of Director: Check Kian Low Mgmt For For
1f. Election of Director: Justine F. Page Mgmt For For
1g. Election of Director: Henry Samueli Mgmt For For
1h. Election of Director: Hock E. Tan Mgmt For For
1i. Election of Director: Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse Coopers LLP as the
independent registered public accounting
firm of Broadcom for the fiscal year ending
October 29, 2023.
3. Approve an amendment and restatement of the Mgmt For For
2012 Stock Incentive Plan.
4. Advisory vote to approve the named Mgmt For For
executive officer compensation.
5. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on named executive officer
compensation.
--------------------------------------------------------------------------------------------------------------------------
BURTECH ACQUISITION CORP. Agenda Number: 935747812
--------------------------------------------------------------------------------------------------------------------------
Security: 123013104
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: BRKH
ISIN: US1230131047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. CHARTER AMENDMENT PROPOSAL - APPROVAL OF AN Mgmt For For
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
EXTEND THE DATE BY WHICH THE COMPANY HAS TO
CONSUMMATE A BUSINESS COMBINATION (THE
"EXTENSION") SIX (6) TIMES FOR AN
ADDITIONAL ONE (1) MONTH EACH TIME UNTIL
SEPTEMBER 15, 2023 IF APPROVED BY THE
COMPANY'S BOARD OF DIRECTORS.
2. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt For For
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT, DATED AS OF DECEMBER 10,
2021 (THE "TRUST AGREEMENT"), BY AND
BETWEEN THE COMPANY AND CONTINENTAL STOCK
TRANSFER & TRUST COMPANY (THE "TRUSTEE"),
ALLOWING THE COMPANY TO EXTEND THE
COMBINATION PERIOD SIX (6) TIMES FOR AN
ADDITIONAL ONEMONTH PERIOD EACH TIME, FROM
MARCH 15, 2023 UP TO SEPTEMBER 15, 2023
(THE "TRUST AMENDMENT") BY DEPOSITING INTO
THE TRUST ACCOUNT $393,750 FOR EACH
ONE-MONTH EXTENSION.
3. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt For For
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSAL 1.
--------------------------------------------------------------------------------------------------------------------------
BURTECH ACQUISITION CORP. Agenda Number: 935769832
--------------------------------------------------------------------------------------------------------------------------
Security: 123013104
Meeting Type: Special
Meeting Date: 10-Mar-2023
Ticker: BRKH
ISIN: US1230131047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. CHARTER AMENDMENT PROPOSALS - APPROVAL OF Mgmt For For
AN AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
(A) EXTEND THE DATE BY WHICH THE COMPANY
HAS TO CONSUMMATE A BUSINESS COMBINATION
(THE "EXTENSION") UNTIL DECEMBER 15, 2023
AND (B) TO MODIFY THE NTA REQUIREMENT. IF
APPROVED BY THE COMPANY'S BOARD OF
DIRECTORS.
2. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt For For
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT, DATED AS OF DECEMBER 10,
2021 (THE "TRUST AGREEMENT"), BY AND
BETWEEN THE COMPANY AND CONTINENTAL STOCK
TRANSFER & TRUST COMPANY (THE "TRUSTEE"),
ALLOWING THE COMPANY TO EXTEND THE
COMBINATION PERIOD FROM MARCH 15, 2023 TO
DECEMBER 15, 2023 (THE "TRUST AMENDMENT").
3. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt For For
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSAL 1.
--------------------------------------------------------------------------------------------------------------------------
C5 ACQUISITION CORPORATION Agenda Number: 935791182
--------------------------------------------------------------------------------------------------------------------------
Security: 12530D105
Meeting Type: Special
Meeting Date: 06-Apr-2023
Ticker: CXAC
ISIN: US12530D1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To amend Mgmt For For
the amended and restated certificate of
incorporation of C5 Acquisition Corporation
("C5") to extend the date by which C5 has
to consummate a business combination from
April 11, 2023 to December 31, 2023, or
such earlier date as the Board may
determine.
2. The Adjournment Proposal - To adjourn the Mgmt For For
special meeting of C5 stockholders to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, at the time of the special
meeting, there are not sufficient votes to
approve the Extension Amendment Proposal or
if C5 determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
CACTUS ACQUISITION CORP. 1 LTD. Agenda Number: 935795128
--------------------------------------------------------------------------------------------------------------------------
Security: G1745A108
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: CCTS
ISIN: KYG1745A1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Articles Extension Proposal: To approve, by Mgmt For For
way of special resolution, an amendment to
the Company's amended & restated memorandum
and articles of association in the form set
forth in Annex A of accompanying proxy
statement, to extend date by which the
Company would be permitted to consummate an
initial business combination from
05/02/2023 to 11/02/2023, as well as to
permit the Board, in its sole discretion,
to elect to wind up the Company's
operations on an earlier date, pursuant set
forth in Proposal No. 1 of the accompanying
proxy statement.
2. Trust Extension Proposal: A proposal to Mgmt For For
amend the Company's investment management
trust agreement, dated as of November 2,
2021, by and between the Company and
Continental Stock Transfer & Trust Company,
to extend the date by which the Company
would be permitted to consummate a business
combination from May 2, 2023 to November 2,
2023, or such earlier date as may be
determined by the Board, in its sole
discretion, pursuant to the resolution set
forth in Proposal No. 2 of the accompanying
proxy statement.
3. Conversion Amendment Proposal: A proposal Mgmt For For
to approve, by way of special resolution,
an amendment to Cactus' Articles to provide
for the right of a holder of Class B
ordinary shares, par value $0.0001 per
share to convert such shares into Class A
ordinary shares, par value $0.0001 per
share on a one-for-one basis prior to the
closing of a business combination at the
election of the holder, pursuant to the
resolution set forth in Proposal No. 3 of
the accompanying proxy statement.
4. Director Election Proposal [HOLDERS OF Mgmt For For
FOUNDER SHARES ONLY]: To approve, by way of
ordinary resolution of the holders of the
Class B ordinary shares in the capital of
the Company, the reappointment of each of
Ofer Gonen, Nachum (Homi) Shamir, Hadar
Ron, M.D., David J. Shulkin, M.D., and
David Sidransky, M.D. until the second
succeeding annual general meeting of the
Company to be held in 2025 or until their
successors are appointed and qualified
pursuant to the resolution set forth in
Proposal No. 4 of the accompanying proxy
statement.
5. Adjournment Proposal: A proposal to Mgmt For For
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1, Proposal No. 2,
Proposal No. 3 or Proposal No. 4, pursuant
to the resolution set forth in Proposal No.
5 of the accompanying proxy statement.
--------------------------------------------------------------------------------------------------------------------------
CANNA-GLOBAL ACQUISITION CORP. Agenda Number: 935728545
--------------------------------------------------------------------------------------------------------------------------
Security: 13767K101
Meeting Type: Special
Meeting Date: 28-Nov-2022
Ticker: CNGL
ISIN: US13767K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from December 2, 2022
to December 2, 2023, as specifically
provided in the proxy, or such earlier date
as determined by the Board of Directors,
which we refer to as the "Extension
Amendment Proposal."
2. Adjournment Proposal: Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for the approval of the
Extension Amendment Proposal, which we
refer to as the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
CARNIVAL CORPORATION Agenda Number: 935770671
--------------------------------------------------------------------------------------------------------------------------
Security: 143658300
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: CCL
ISIN: PA1436583006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Micky Arison as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
2. To re-elect Sir Jonathon Band as a Director Mgmt For For
of Carnival Corporation and as a Director
of Carnival plc.
3. To re-elect Jason Glen Cahilly as a Mgmt For For
Director of Carnival Corporation and as a
Director of Carnival plc.
4. To re-elect Helen Deeble as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
5. To re-elect Jeffrey J. Gearhart as a Mgmt For For
Director of Carnival Corporation and as a
Director of Carnival plc.
6. To re-elect Katie Lahey as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
7. To elect Sara Mathew as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
8. To re-elect Stuart Subotnick as a Director Mgmt For For
of Carnival Corporation and as a Director
of Carnival plc.
9. To re-elect Laura Weil as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
10. To elect Josh Weinstein as a Director of Mgmt For For
Carnival Corporation and as a Director of
Carnival plc.
11. To re-elect Randall Weisenburger as a Mgmt For For
Director of Carnival Corporation and as a
Director of Carnival plc.
12. To hold a (non-binding) advisory vote to Mgmt For For
approve executive compensation.
13. To hold a (non-binding) advisory vote on Mgmt 1 Year For
how frequently shareholders should vote to
approve compensation of the Named Executive
Officers.
14. To hold a (non-binding) advisory vote to Mgmt For For
approve the Carnival plc Directors'
Remuneration Report (other than the
Carnival plc Directors' Remuneration
Policy) (in accordance with UK
requirements).
15. To approve the Carnival plc Directors' Mgmt For For
Remuneration Policy set out in Section B of
Part II of the Carnival plc Directors'
Remuneration Report (in accordance with UK
requirements).
16. To re-appoint the UK firm of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors of Carnival plc and to ratify the
selection of the U.S. firm of
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm of Carnival Corporation.
17. To authorize the Audit Committee of Mgmt For For
Carnival plc to determine the remuneration
of the independent auditors of Carnival plc
(in accordance with UK requirements).
18. To receive the accounts and reports of the Mgmt For For
Directors and auditors of Carnival plc for
the year ended November 30, 2022 (in
accordance with UK requirements).
19. To approve the giving of authority for the Mgmt For For
allotment of new shares by Carnival plc (in
accordance with UK practice).
20. To approve the disapplication of Mgmt For For
pre-emption rights in relation to the
allotment of new shares and sale of
treasury shares by Carnival plc (in
accordance with UK practice).
21. To approve a general authority for Carnival Mgmt For For
plc to buy back Carnival plc ordinary
shares in the open market (in accordance
with UK requirements).
22. To approve the Amendment of the Carnival Mgmt For For
Corporation 2020 Stock Plan.
--------------------------------------------------------------------------------------------------------------------------
CARRIER GLOBAL CORPORATION Agenda Number: 935773336
--------------------------------------------------------------------------------------------------------------------------
Security: 14448C104
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: CARR
ISIN: US14448C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean-Pierre Garnier Mgmt For For
1b. Election of Director: David Gitlin Mgmt For For
1c. Election of Director: John J. Greisch Mgmt For For
1d. Election of Director: Charles M. Holley, Mgmt For For
Jr.
1e. Election of Director: Michael M. McNamara Mgmt For For
1f. Election of Director: Susan N. Story Mgmt For For
1g. Election of Director: Michael A. Todman Mgmt For For
1h. Election of Director: Virginia M. Wilson Mgmt For For
1i. Election of Director: Beth A. Wozniak Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareowner Proposal regarding independent Shr Against For
board chairman.
--------------------------------------------------------------------------------------------------------------------------
CARTESIAN GROWTH CORPORATION Agenda Number: 935724345
--------------------------------------------------------------------------------------------------------------------------
Security: G19276107
Meeting Type: Special
Meeting Date: 17-Nov-2022
Ticker: GLBL
ISIN: KYG192761073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution under
Cartesian's Amended and Restated Memorandum
and Articles of Association (the "Existing
Articles") and adopt the Business
Combination Agreement, dated as of
September 19, 2021 (as the same has been or
may be amended, modified, supplemented or
waived from time to time, the "Business
Combination Agreement"), by and among
Cartesian, Rook MS LLC, a Delaware limited
liability company ...(due to space
limits,see proxy material for full
proposal).
2. The Domestication Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
special resolution under the Existing
Articles, assuming the Business Combination
Proposal is approved and adopted, the
change of Cartesian's jurisdiction of
registration from the Cayman Islands to the
State of Delaware by deregistering as an
exempted company in the Cayman Islands and
continuing and domesticating as a
corporation incorporated under the laws of
the State of Delaware and the change of
Cartesian's ...(due to space limits,see
proxy material for full proposal).
3. The Organizational Documents Proposal - To Mgmt For For
approve and adopt by special resolution
under the Existing Articles, assuming the
Business Combination Proposal and the
Domestication Proposal are approved and
adopted, the proposed new certificate of
incorporation (the "Proposed Charter") and
bylaws (the "Proposed Bylaws," and,
together with the Proposed Charter, the
"Proposed Organizational Documents") of the
Company, the post Domestication company,
which, if approved, would take effect at
...(due to space limits,see proxy material
for full proposal).
4. The Advisory Charter Proposals - To Mgmt For For
approve, on a non-binding advisory basis,
certain governance provisions in the
Proposed Charter, which are being presented
separately in accordance with United States
Securities and Exchange Commission guidance
to give shareholders the opportunity to
present their separate views on important
corporate governance provisions, as seven
non-binding sub-proposals (which proposals
we refer to, collectively, as the "Advisory
Charter Proposals"): ...(due to space
limits,see proxy material for full
proposal).
5. The Stock Issuance Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution, assuming the Business
Combination Proposal, the Domestication
Proposal and the Organizational Documents
Proposal are approved and adopted, for the
purposes of complying with the applicable
listing rules of Nasdaq, the issuance of
shares of Class A Common Stock of the
Company to the shareholders of Alvarium and
the PIPE Investors and shares of Class B
Common Stock to the equityholders of TWMH
...(due to space limits,see proxy material
for full proposal).
6. The Equity Incentive Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt by ordinary resolution,
assuming the Stock Issuance Proposal is
approved and adopted, the Alvarium
Tiedemann Holdings, Inc. 2022 Stock
Incentive Plan, a copy of which is attached
to the proxy statement/prospectus as Annex
I; The full text of the resolution to be
proposed is as follows: "RESOLVED, as an
ordinary resolution that the Alvarium
Tiedemann Holdings, Inc. 2022 Stock
Incentive Plan, a copy of ...(due to space
limits,see proxy material for full
proposal).
7. The Employee Stock Purchase Plan Proposal - Mgmt For For
To consider and vote upon a proposal to
approve and adopt by ordinary resolution,
assuming the Stock Issuance Proposal is
approved and adopted, the Alvarium
Tiedemann Holdings, Inc. 2022 Employee
Stock Purchase Plan, a copy of which is
attached to the proxy statement/prospectus
as Annex J (we refer to this proposal as
the "Employee Stock Purchase Plan Proposal"
and, collectively with the Business
Combination Proposal, the Domestication
...(due to space limits,see proxy material
for full proposal).
8. The Election of Directors Proposal - To Mgmt For For
consider and vote on a proposal to elect,
effective at Closing, eleven directors to
serve terms on our board of directors until
the 2023 annual meeting of stockholders and
until their respective successors are duly
elected and qualified (we refer to this
proposal as the "Election of Directors
Proposal"); The full text of the resolution
to be proposed is as follows: "RESOLVED, as
an ordinary resolution, that Ali Bouzarif
be appointed as a ...(due to space
limits,see proxy material for full
proposal).
9. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution under the Existing Articles the
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, any of
the Condition Precedent Proposals would not
be duly approved and adopted by our
shareholders or we determine that one or
more of the closing conditions under the
Business ...(due to space limits,see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CARTICA ACQUISITION CORP Agenda Number: 935897516
--------------------------------------------------------------------------------------------------------------------------
Security: G1995D109
Meeting Type: Special
Meeting Date: 30-Jun-2023
Ticker: CITE
ISIN: KYG1995D1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - To Mgmt For For
approve, by way of special resolution, that
the date by which Cartica has to consummate
a business combination be extended from
July 7, 2023 to April 7, 2024 (or such
earlier date as determined by the board of
directors) and that the Amended and
Restated Memorandum of Association and
Articles of Association of Cartica be
amended in the form attached to the proxy
statement as Annex A.
2) The Auditor Ratification Proposal - To Mgmt For For
ratify, by way of ordinary resolution, the
selection by Cartica's audit committee of
Marcum LLP to serve as Cartica's
independent registered public accounting
firm for the year ending December 31, 2023.
3) The Adjournment Proposal - By ordinary Mgmt For For
resolution to instruct the chairman of the
extraordinary general meeting to adjourn
the extraordinary general meeting of
Cartica shareholders to a later date or
dates to be determined by the chairman, if
necessary, to permit further solicitation
and vote of proxies.
--------------------------------------------------------------------------------------------------------------------------
CASCADIA ACQUISITION CORP. Agenda Number: 935763880
--------------------------------------------------------------------------------------------------------------------------
Security: 14739D100
Meeting Type: Special
Meeting Date: 22-Feb-2023
Ticker: CCAI
ISIN: US14739D1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend the Company's amended and restated Mgmt For For
certificate of incorporation to extend the
date by which the Company must consummate
an initial business combination to August
31, 2023 (the "Extension Amendment
Proposal").
2. Amend the Company's amended and restated Mgmt For For
certificate of incorporation to expand the
methods that the Company may employ to not
become subject to the "penny stock" rules
of the Securities and Exchange Commission
(the "NTA Requirement Amendment Proposal").
3. Approve the adjournment of the special Mgmt For For
meeting to a later date or dates if
necessary to permit further solicitation of
proxies in the event that there are
insufficient votes for or otherwise in
connection with the approval of the
Extension Amendment Proposal or the NTA
Requirement Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
CATALYST PARTNERS ACQUISITION CORP. Agenda Number: 935758043
--------------------------------------------------------------------------------------------------------------------------
Security: G19550105
Meeting Type: Special
Meeting Date: 31-Jan-2023
Ticker: CPAR
ISIN: KYG195501054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - Amend the Mgmt For For
Company's Memorandum and Articles of
Association to accelerate the date by which
the Company must cease all operations,
except for the purpose of winding up, if it
fails to complete a merger, share exchange,
asset acquisition, share purchase,
reorganisation or similar business
combination involving the Company, which we
refer to as our initial business
combination, from May 20, 2023 to January
31, 2023, pursuant to the following
resolution: RESOLVED, as a ...(due to space
limits, see proxy material for full
proposal).
2. Trust Amendment Proposal - Amend the Mgmt For For
Investment Management Trust Agreement,
dated May 17, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, a New York limited purpose
trust company, as trustee ("Continental"),
pursuant to an amendment to the Trust
Agreement in the form set forth in Annex A
of the accompanying proxy statement, to
accelerate the date on which Continental
must commence liquidation of the trust
account established in connection with the
Company's initial ...(due to space limits,
see proxy material for full proposal).
3. Adjournment Proposal - Adjourn the Mgmt For For
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2
pursuant to the following resolution:
"RESOLVED, as an ordinary resolution, that
the adjournment of the extraordinary
general meeting to a later time, date and
place to be determined by the chairman of
...(due to space limits,see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CATERPILLAR INC. Agenda Number: 935854794
--------------------------------------------------------------------------------------------------------------------------
Security: 149123101
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: CAT
ISIN: US1491231015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kelly A. Ayotte Mgmt For For
1b. Election of Director: David L. Calhoun Mgmt For For
1c. Election of Director: Daniel M. Dickinson Mgmt For For
1d. Election of Director: James C. Fish, Jr. Mgmt For For
1e. Election of Director: Gerald Johnson Mgmt For For
1f. Election of Director: David W. MacLennan Mgmt For For
1g. Election of Director: Judith F. Marks Mgmt For For
1h. Election of Director: Debra L. Reed-Klages Mgmt For For
1i. Election of Director: Susan C. Schwab Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. Ratification of our Independent Registered Mgmt For For
Public Accounting Firm.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Advisory Vote on the Frequency of Executive Mgmt 1 Year For
Compensation Votes.
5. Approval of Caterpillar Inc. 2023 Long-Term Mgmt For For
Incentive Plan.
6. Shareholder Proposal - Report on Corporate Shr Against For
Climate Lobbying in Line with Paris
Agreement.
7. Shareholder Proposal - Lobbying Disclosure. Shr Against For
8. Shareholder Proposal - Report on Activities Shr Against For
in Conflict-Affected Areas.
9. Shareholder Proposal - Civil Rights, Shr Against For
Non-Discrimination and Returns to Merit
Audit.
--------------------------------------------------------------------------------------------------------------------------
CBOE GLOBAL MARKETS, INC. Agenda Number: 935803519
--------------------------------------------------------------------------------------------------------------------------
Security: 12503M108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: CBOE
ISIN: US12503M1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward T. Tilly Mgmt For For
1b. Election of Director: William M. Farrow, Mgmt For For
III
1c. Election of Director: Edward J. Fitzpatrick Mgmt For For
1d. Election of Director: Ivan K. Fong Mgmt For For
1e. Election of Director: Janet P. Froetscher Mgmt For For
1f. Election of Director: Jill R. Goodman Mgmt For For
1g. Election of Director: Alexander J. Mgmt For For
Matturri, Jr.
1h. Election of Director: Jennifer J. McPeek Mgmt For For
1i. Election of Director: Roderick A. Palmore Mgmt For For
1j. Election of Director: James E. Parisi Mgmt For For
1k. Election of Director: Joseph P. Ratterman Mgmt For For
1l. Election of Director: Fredric J. Tomczyk Mgmt For For
2. Approve, in a non-binding resolution, the Mgmt For For
compensation paid to our executive
officers.
3. Approve, in a non-binding resolution, the Mgmt 1 Year For
frequency that we will hold a non-binding
vote on the compensation paid to our
executive officers.
4. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
CELANESE CORPORATION Agenda Number: 935775847
--------------------------------------------------------------------------------------------------------------------------
Security: 150870103
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: CE
ISIN: US1508701034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean S. Blackwell Mgmt For For
1b. Election of Director: William M. Brown Mgmt For For
1c. Election of Director: Edward G. Galante Mgmt For For
1d. Election of Director: Kathryn M. Hill Mgmt For For
1e. Election of Director: David F. Hoffmeister Mgmt For For
1f. Election of Director: Dr. Jay V. Ihlenfeld Mgmt For For
1g. Election of Director: Deborah J. Kissire Mgmt For For
1h. Election of Director: Michael Koenig Mgmt For For
1i. Election of Director: Kim K.W. Rucker Mgmt For For
1j. Election of Director: Lori J. Ryerkerk Mgmt For For
2. Ratification of the selection of KPMG LLP Mgmt For For
as our independent registered public
accounting firm for 2023.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory approval of say on pay vote Mgmt 1 Year For
frequency.
5. Approval of the Amended and Restated 2018 Mgmt For For
Global Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
CENTENE CORPORATION Agenda Number: 935702870
--------------------------------------------------------------------------------------------------------------------------
Security: 15135B101
Meeting Type: Special
Meeting Date: 27-Sep-2022
Ticker: CNC
ISIN: US15135B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt an amendment to Centene Mgmt For For
Corporation's Amended and Restated
Certificate of Incorporation to declassify
the Board of Directors immediately.
2. To adopt an amendment to Centene Mgmt For For
Corporation's Amended and Restated
Certificate of Incorporation to eliminate
the prohibition on stockholders calling
special meetings.
3. To adopt an amendment to Centene Mgmt For For
Corporation's Amended and Restated
Certificate of Incorporation to grant
stockholders the right to act by written
consent, subject to certain terms and
conditions.
4. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or time if
necessary or appropriate, including to
solicit additional proxies in favor of any
of Proposals 1, 2 or 3 if there are
insufficient votes at the time of the
Special Meeting to approve any such
Proposal.
--------------------------------------------------------------------------------------------------------------------------
CENTENE CORPORATION Agenda Number: 935788375
--------------------------------------------------------------------------------------------------------------------------
Security: 15135B101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CNC
ISIN: US15135B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Jessica L. Blume Mgmt For For
1b. ELECTION OF DIRECTOR: Kenneth A. Burdick Mgmt For For
1c. ELECTION OF DIRECTOR: Christopher J. Mgmt For For
Coughlin
1d. ELECTION OF DIRECTOR: H. James Dallas Mgmt For For
1e. ELECTION OF DIRECTOR: Wayne S. DeVeydt Mgmt For For
1f. ELECTION OF DIRECTOR: Frederick H. Eppinger Mgmt For For
1g. ELECTION OF DIRECTOR: Monte E. Ford Mgmt For For
1h. ELECTION OF DIRECTOR: Sarah M. London Mgmt For For
1i. ELECTION OF DIRECTOR: Lori J. Robinson Mgmt For For
1j. ELECTION OF DIRECTOR: Theodore R. Samuels Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT PUBLIC ACCOUNTING FIRM FOR
THE YEAR ENDING DECEMBER 31, 2023.
5. STOCKHOLDER PROPOSAL FOR SHAREHOLDER Shr For Against
RATIFICATION OF TERMINATION PAY.
6. STOCKHOLDER PROPOSAL FOR MATERNAL MORBIDITY Shr Against For
REDUCTION METRICS IN EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
CF ACQUISITION CORP. VII Agenda Number: 935748814
--------------------------------------------------------------------------------------------------------------------------
Security: 12521H107
Meeting Type: Annual
Meeting Date: 28-Dec-2022
Ticker: CFFS
ISIN: US12521H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Auditor Ratification Proposal: Ratification Mgmt For For
of the selection of WithumSmith+Brown, PC
by the audit committee of the Company's
board of directors to serve as the
Company's independent registered public
accounting firm for the year ending
December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
CF ACQUISITION CORP. VII Agenda Number: 935878681
--------------------------------------------------------------------------------------------------------------------------
Security: 12521H107
Meeting Type: Special
Meeting Date: 16-Jun-2023
Ticker: CFFS
ISIN: US12521H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
business combination from June 20, 2023 to
March 20, 2024 or such earlier date as
determined by the board of directors.
2. Adjournment Proposal: Adjourn the special Mgmt For For
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of Proposal
1.
--------------------------------------------------------------------------------------------------------------------------
CHAIN BRIDGE I Agenda Number: 935851368
--------------------------------------------------------------------------------------------------------------------------
Security: G2061X102
Meeting Type: Special
Meeting Date: 02-May-2023
Ticker: CBRG
ISIN: KYG2061X1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - to consider and Mgmt For For
vote upon a proposal by the following
special resolution to amend (the "Extension
Proposal") the Company's amended and
restated memorandum and articles of
association (together, the "Existing
Charter") to extend from May 15, 2023 (the
"Original Termination Date') to November
15, 2023 (the "Extended Date"), the date
(the "Termination Date") by which, if the
Company has not consummated a merger, share
exchange, asset acquisition, share
purchase, ...(due to space limits, see
proxy material for full proposal).
2. The Adjournment Proposal - to consider and Mgmt For For
vote upon a proposal (the "Adjournment
Proposal") by the following ordinary
resolution to approve the adjournment of
the General Meeting by the chair thereof to
a later date, if necessary, under certain
circumstances, to solicit additional
proxies for the purpose of approving the
Extension Proposal, to amend the Extension
Proposal, or to allow reasonable additional
time for the filing or mailing of any
supplemental or amended disclosure that the
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CHAIN BRIDGE I Agenda Number: 935861662
--------------------------------------------------------------------------------------------------------------------------
Security: G2061X102
Meeting Type: Special
Meeting Date: 12-May-2023
Ticker: CBRG
ISIN: KYG2061X1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - to consider and Mgmt For For
vote upon a proposal by the following
special resolution to amend (the "Extension
Proposal") the Company's amended and
restated memorandum and articles of
association (together, the "Existing
Charter") to extend from May 15, 2023 (the
"Original Termination Date') to November
15, 2023 (the "Extended Date"), and to
allow the board of directors of the
Company, without another shareholder vote,
to elect to further extend the date to
consummate an initial ...(due to space
limits, see proxy material for full
proposal).
2. The Adjournment Proposal - to consider and Mgmt For For
vote upon a proposal (the "Adjournment
Proposal") by the following ordinary
resolution to approve the adjournment of
the General Meeting by the chair thereof to
a later date, if necessary, under certain
circumstances, to solicit additional
proxies for the purpose of approving the
Extension Proposal, to amend the Extension
Proposal, or to allow reasonable additional
time for the filing or mailing of any
supplemental or amended disclosure that the
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CHEMOCENTRYX, INC. Agenda Number: 935713532
--------------------------------------------------------------------------------------------------------------------------
Security: 16383L106
Meeting Type: Special
Meeting Date: 18-Oct-2022
Ticker: CCXI
ISIN: US16383L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, Mgmt For For
dated as of August 3, 2022 (the "Merger
Agreement"), by and among ChemoCentryx,
Inc. ("ChemoCentryx"), Amgen Inc. ("Amgen")
and Carnation Merger Sub, Inc., a wholly
owned subsidiary of Amgen ("Merger Sub"),
pursuant to which Merger Sub will be merged
with and into ChemoCentryx (the "Merger")
with ChemoCentryx surviving the Merger as a
wholly owned subsidiary of Amgen.
2. To approve, on a non-binding, advisory Mgmt For For
basis, certain compensation that will or
may be paid or become payable to
ChemoCentryx's named executive officers
that is based on or otherwise relates to
the Merger.
3. To approve the adjournment of the Special Mgmt For For
Meeting to a later date or dates if
necessary to solicit additional proxies if
there are insufficient votes to adopt the
Merger Agreement at the time of the Special
Meeting.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHIPOTLE MEXICAN GRILL, INC. Agenda Number: 935815603
--------------------------------------------------------------------------------------------------------------------------
Security: 169656105
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: CMG
ISIN: US1696561059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Albert Baldocchi Mgmt For For
1.2 Election of Director: Matthew Carey Mgmt For For
1.3 Election of Director: Gregg Engles Mgmt For For
1.4 Election of Director: Patricia Fili-Krushel Mgmt For For
1.5 Election of Director: Mauricio Gutierrez Mgmt For For
1.6 Election of Director: Robin Hickenlooper Mgmt For For
1.7 Election of Director: Scott Maw Mgmt For For
1.8 Election of Director: Brian Niccol Mgmt For For
1.9 Election of Director: Mary Winston Mgmt For For
2. An advisory vote to approve the Mgmt For For
compensation of our executive officers as
disclosed in the proxy statement ("say on
pay").
3. An advisory vote on the frequency of future Mgmt 1 Year For
say on pay votes.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the year ending
December 31, 2023.
5. Shareholder Proposal - Request to limit Shr Against For
certain bylaw amendments.
6. Shareholder Proposal - Request to adopt a Shr Against For
non-interference policy.
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 935813027
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2022
2a Allocation of disposable profit Mgmt For For
2b Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3 Discharge of the Board of Directors Mgmt For For
4a Election of PricewaterhouseCoopers AG Mgmt For For
(Zurich) as our statutory auditor
4b Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP (United States)
as independent registered public accounting
firm for purposes of U.S. securities law
reporting
4c Election of BDO AG (Zurich) as special Mgmt For For
audit firm
5a Election of Director: Evan G. Greenberg Mgmt For For
5b Election of Director: Michael P. Connors Mgmt For For
5c Election of Director: Michael G. Atieh Mgmt For For
5d Election of Director: Kathy Bonanno Mgmt For For
5e Election of Director: Nancy K. Buese Mgmt For For
5f Election of Director: Sheila P. Burke Mgmt For For
5g Election of Director: Michael L. Corbat Mgmt For For
5h Election of Director: Robert J. Hugin Mgmt For For
5i Election of Director: Robert W. Scully Mgmt For For
5j Election of Director: Theodore E. Shasta Mgmt For For
5k Election of Director: David H. Sidwell Mgmt For For
5l Election of Director: Olivier Steimer Mgmt For For
5m Election of Director: Frances F. Townsend Mgmt For For
6 Election of Evan G. Greenberg as Chairman Mgmt For For
of the Board of Directors
7a Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b Election of the Compensation Committee of Mgmt For For
the Board of Directors: David H. Sidwell
7c Election of the Compensation Committee of Mgmt For For
the Board of Directors: Frances F. Townsend
8 Election of Homburger AG as independent Mgmt For For
proxy
9a Amendments to the Articles of Association: Mgmt For For
Amendments relating to Swiss corporate law
updates
9b Amendments to the Articles of Association: Mgmt For For
Amendment to advance notice period
10a Reduction of share capital: Cancellation of Mgmt For For
repurchased shares
10b Reduction of share capital: Par value Mgmt For For
reduction
11a Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of the Board of Directors
until the next annual general meeting
11b Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of Executive Management for
the 2024 calendar year
11c Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Advisory vote to
approve the Swiss compensation report
12 Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
13 Advisory vote on the frequency of the U.S. Mgmt 1 Year For
securities law advisory vote on executive
compensation
14 Shareholder proposal on greenhouse gas Shr Against For
emissions targets, if properly presented
15 Shareholder proposal on human rights and Shr Against For
underwriting, if properly presented.
A If a new agenda item or a new proposal for Mgmt For For
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
CHURCH & DWIGHT CO., INC. Agenda Number: 935780622
--------------------------------------------------------------------------------------------------------------------------
Security: 171340102
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: CHD
ISIN: US1713401024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Bradlen S. Cashaw
1b. Election of Director for a term of one Mgmt For For
year: Matthew T. Farrell
1c. Election of Director for a term of one Mgmt For For
year: Bradley C. Irwin
1d. Election of Director for a term of one Mgmt For For
year: Penry W. Price
1e. Election of Director for a term of one Mgmt For For
year: Susan G. Saideman
1f. Election of Director for a term of one Mgmt For For
year: Ravichandra K. Saligram
1g. Election of Director for a term of one Mgmt For For
year: Robert K. Shearer
1h. Election of Director for a term of one Mgmt For For
year: Janet S. Vergis
1i. Election of Director for a term of one Mgmt For For
year: Arthur B. Winkleblack
1j. Election of Director for a term of one Mgmt For For
year: Laurie J. Yoler
2. An advisory vote to approve compensation of Mgmt For For
our named executive officers;
3. An advisory vote to approve the preferred Mgmt 1 Year For
frequency of the advisory vote on
compensation of our named executive
officers.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for 2023.
5. Approval of the Church & Dwight Co., Inc. Mgmt For For
Employee Stock Purchase Plan.
6. Stockholder Proposal - Independent Board Shr Against For
Chairman.
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 935723216
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. Michele Burns Mgmt For For
1b. Election of Director: Wesley G. Bush Mgmt For For
1c. Election of Director: Michael D. Capellas Mgmt For For
1d. Election of Director: Mark Garrett Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Dr. Kristina M. Mgmt For For
Johnson
1g. Election of Director: Roderick C. Mcgeary Mgmt For For
1h. Election of Director: Sarah Rae Murphy Mgmt For For
1i. Election of Director: Charles H. Robbins Mgmt For For
1j. Election of Director: Brenton L. Saunders Mgmt For For
1k. Election of Director: Dr. Lisa T. Su Mgmt For For
1l. Election of Director: Marianna Tessel Mgmt For For
2. Approval, on an advisory basis, of Mgmt For For
executive compensation.
3. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Cisco's independent registered public
accounting firm for fiscal 2023.
4. Stockholder Proposal - Approval to have Shr Against For
Cisco's Board issue a tax transparency
report in consideration of the Global
Reporting Initiative's Tax Standard.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 935781030
--------------------------------------------------------------------------------------------------------------------------
Security: 172967424
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: C
ISIN: US1729674242
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ellen M. Costello Mgmt For For
1b. Election of Director: Grace E. Dailey Mgmt For For
1c. Election of Director: Barbara J. Desoer Mgmt For For
1d. Election of Director: John C. Dugan Mgmt For For
1e. Election of Director: Jane N. Fraser Mgmt For For
1f. Election of Director: Duncan P. Hennes Mgmt For For
1g. Election of Director: Peter B. Henry Mgmt For For
1h. Election of Director: S. Leslie Ireland Mgmt For For
1i. Election of Director: Renee J. James Mgmt For For
1j. Election of Director: Gary M. Reiner Mgmt For For
1k. Election of Director: Diana L. Taylor Mgmt For For
1l. Election of Director: James S. Turley Mgmt For For
1m. Election of Director: Casper W. von Koskull Mgmt For For
2. Proposal to ratify the selection of KPMG Mgmt For For
LLP as Citi's independent registered public
accountants for 2023.
3. Advisory vote to Approve our 2022 Executive Mgmt For For
Compensation.
4. Approval of additional shares for the Mgmt For For
Citigroup 2019 Stock Incentive Plan.
5. Advisory vote to Approve the Frequency of Mgmt 1 Year For
Future Advisory Votes on Executive
Compensation.
6. Stockholder proposal requesting that Shr For Against
shareholders ratify the termination pay of
any senior manager.
7. Stockholder proposal requesting an Shr Against For
Independent Board Chairman.
8. Stockholder proposal requesting a report on Shr Against For
the effectiveness of Citi's policies and
practices in respecting Indigenous Peoples'
rights in Citi's existing and proposed
financing.
9. Stockholder proposal requesting that the Shr Against For
Board adopt a policy to phase out new
fossil fuel financing.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 935788034
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CME
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Equity Director: Terrence A. Mgmt For For
Duffy
1b. Election of Equity Director: Kathryn Benesh Mgmt For For
1c. Election of Equity Director: Timothy S. Mgmt For For
Bitsberger
1d. Election of Equity Director: Charles P. Mgmt For For
Carey
1e. Election of Equity Director: Bryan T. Mgmt For For
Durkin
1f. Election of Equity Director: Harold Ford Mgmt For For
Jr.
1g. Election of Equity Director: Martin J. Mgmt For For
Gepsman
1h. Election of Equity Director: Larry G. Mgmt For For
Gerdes
1i. Election of Equity Director: Daniel R. Mgmt For For
Glickman
1j. Election of Equity Director: Daniel G. Kaye Mgmt For For
1k. Election of Equity Director: Phyllis M. Mgmt For For
Lockett
1l. Election of Equity Director: Deborah J. Mgmt For For
Lucas
1m. Election of Equity Director: Terry L. Mgmt For For
Savage
1n. Election of Equity Director: Rahael Seifu Mgmt For For
1o. Election of Equity Director: William R. Mgmt For For
Shepard
1p. Election of Equity Director: Howard J. Mgmt For For
Siegel
1q. Election of Equity Director: Dennis A. Mgmt For For
Suskind
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
3. Advisory vote on the compensation of our Mgmt For For
named executive officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the compensation of our
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CMS ENERGY CORPORATION Agenda Number: 935786888
--------------------------------------------------------------------------------------------------------------------------
Security: 125896100
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: CMS
ISIN: US1258961002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Jon E. Barfield Mgmt For For
1b. ELECTION OF DIRECTOR: Deborah H. Butler Mgmt For For
1c. ELECTION OF DIRECTOR: Kurt L. Darrow Mgmt For For
1d. ELECTION OF DIRECTOR: William D. Harvey Mgmt For For
1e. ELECTION OF DIRECTOR: Garrick J. Rochow Mgmt For For
1f. ELECTION OF DIRECTOR: John G. Russell Mgmt For For
1g. ELECTION OF DIRECTOR: Suzanne F. Shank Mgmt For For
1h. ELECTION OF DIRECTOR: Myrna M. Soto Mgmt For For
1i. ELECTION OF DIRECTOR: John G. Sznewajs Mgmt For For
1j. ELECTION OF DIRECTOR: Ronald J. Tanski Mgmt For For
1k. ELECTION OF DIRECTOR: Laura H. Wright Mgmt For For
2. Approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Ratify the appointment of independent Mgmt For For
registered public accounting firm
(PricewaterhouseCoopers LLP).
--------------------------------------------------------------------------------------------------------------------------
COGNIZANT TECHNOLOGY SOLUTIONS CORP. Agenda Number: 935831809
--------------------------------------------------------------------------------------------------------------------------
Security: 192446102
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: CTSH
ISIN: US1924461023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Zein Abdalla
1b. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Vinita Bali
1c. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Eric Branderiz
1d. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Archana Deskus
1e. Election of Director to serve until the Mgmt For For
2024 Annual meeting: John M. Dineen
1f. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Nella Domenici
1g. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Ravi Kumar S
1h. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Leo S. Mackay, Jr.
1i. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Michael Patsalos-Fox
1j. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Stephen J. Rohleder
1k. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Abraham Schot
1l. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Joseph M. Velli
1m. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Sandra S. Wijnberg
2. Approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of the company's
named executive officers (say-on-pay).
3. Approve, on an advisory (non-binding) Mgmt 1 Year For
basis, the frequency of future say-on-pay
votes.
4. Approve the Company's 2023 Incentive Award Mgmt For For
Plan.
5. Approve an amendment to the Company's 2004 Mgmt For For
Employee Stock Purchase Plan.
6. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent registered public accounting
firm for the year ending December 31, 2023.
7. Shareholder proposal regarding fair Shr Against For
elections, requesting that the board of
directors amend the company's by-laws to
require shareholder approval for certain
advance notice by-law amendments.
8. Shareholder proposal regarding shareholder Shr For Against
ratification of termination pay, requesting
that the board of directors seek
shareholder approval of certain senior
manager severance packages.
--------------------------------------------------------------------------------------------------------------------------
COLGATE-PALMOLIVE COMPANY Agenda Number: 935795382
--------------------------------------------------------------------------------------------------------------------------
Security: 194162103
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: CL
ISIN: US1941621039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: John P. Bilbrey Mgmt For For
1b. Election of Director: John T. Cahill Mgmt For For
1c. Election of Director: Steve Cahillane Mgmt For For
1d. Election of Director: Lisa M. Edwards Mgmt For For
1e. Election of Director: C. Martin Harris Mgmt For For
1f. Election of Director: Martina Hund-Mejean Mgmt For For
1g. Election of Director: Kimberly A. Nelson Mgmt For For
1h. Election of Director: Lorrie M. Norrington Mgmt For For
1i. Election of Director: Michael B. Polk Mgmt For For
1j. Election of Director: Stephen I. Sadove Mgmt For For
1k. Election of Director: Noel R. Wallace Mgmt For For
2. Ratify selection of PricewaterhouseCoopers Mgmt For For
LLP as Colgate's independent registered
public accounting firm.
3. Advisory vote on executive compensation. Mgmt For For
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal on independent Board Shr Against For
Chairman.
6. Stockholder proposal on executives to Shr Against For
retain significant stock.
--------------------------------------------------------------------------------------------------------------------------
COLICITY INC. Agenda Number: 935744525
--------------------------------------------------------------------------------------------------------------------------
Security: 194170106
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: COLI
ISIN: US1941701062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To approve Mgmt For For
the adoption of an amendment to the
Company's Charter to, among other things,
change the date by which the Company must
cease all operations to the later of (x)
December 20, 2022 or (y) the date of
effectiveness of the amendment to the
Company's Amended and Restated Certificate
of Incorporation.
2. The Trust Amendment Proposal - To approve Mgmt For For
an amendment to the Trust Agreement for the
Company's public shareholders to
effectively change the date on which the
trustee must commence liquidation of the
trust account to the later of (x) December
20, 2022 or (y) the date of effectiveness
of the amendment to the Company's Amended
and Restated Certificate of Incorporation.
3. Adjournment Proposal: A proposal to approve Mgmt For For
the adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Charter Amendment Proposal
or the Trust Amendment Proposal or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
COLISEUM ACQUISITION CORP. Agenda Number: 935893912
--------------------------------------------------------------------------------------------------------------------------
Security: G2263T123
Meeting Type: Special
Meeting Date: 22-Jun-2023
Ticker: MITA
ISIN: KYG2263T1233
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) Extension Amendment Proposal - To approve, Mgmt For For
as a special resolution, an amendment to
Coliseum's Amended and Restated Memorandum
of Association and Articles of Association
(as may be amended from time to time,
together, the "Articles of Association") as
provided by the first resolution in the
form set forth in Annex A to the
accompanying proxy statement, to extend the
date by which it has to consummate a
business combination from June 25, 2023
(the "Termination Date") to June 25, 2024
(as extended, the "Extended Date").
2) NTA Requirement Amendment Proposal - To Mgmt For For
approve, as a special resolution, as
provided in the second resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to remove
the net tangible asset requirement from the
Articles of Association in order to expand
the methods that Coliseum may employ so as
not to become subject to the "penny stock"
rules of the Securities and Exchange
Commission.
3) To approve, as a special resolution, as Mgmt For For
provided in the third resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to provide
for the right of a holder of the Company's
Class B ordinary shares, par value $0.001
per share to convert into Class A ordinary
shares, par value $0.001 per share, of the
Company (the "Class A Ordinary Shares" or
"Public Shares") on a one-for-one basis at
any time and from time to time prior to the
closing of a business combination at the
election of the holder.
4) Adjournment Proposal - To approve, as an Mgmt For For
ordinary resolution, the adjournment of the
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Extraordinary General Meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal, the NTA
Requirement Amendment, or the Founder Share
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
COMCAST CORPORATION Agenda Number: 935845492
--------------------------------------------------------------------------------------------------------------------------
Security: 20030N101
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: CMCSA
ISIN: US20030N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kenneth J. Bacon Mgmt For For
Thomas J. Baltimore Jr. Mgmt For For
Madeline S. Bell Mgmt For For
Edward D. Breen Mgmt For For
Gerald L. Hassell Mgmt For For
Jeffrey A. Honickman Mgmt For For
Maritza G. Montiel Mgmt For For
Asuka Nakahara Mgmt For For
David C. Novak Mgmt For For
Brian L. Roberts Mgmt For For
2. Ratification of the appointment of our Mgmt For For
independent auditors.
3. Approval of Comcast Corporation 2023 Mgmt For For
Omnibus Equity Incentive Plan.
4. Approval of Amended and Restated Comcast Mgmt For For
Corporation 2002 Employee Stock Purchase
Plan.
5. Advisory vote on executive compensation. Mgmt For For
6. Advisory vote on the frequency of the vote Mgmt 1 Year For
on executive compensation.
7. To perform independent racial equity audit. Shr Against For
8. To report on climate risk in default Shr Against For
retirement plan options.
9. To set different greenhouse gas emissions Shr Against For
reduction targets.
10. To report on political contributions and Shr Against For
company values alignment.
11. To report on business in China. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONCORD ACQUISITION CORP III Agenda Number: 935826947
--------------------------------------------------------------------------------------------------------------------------
Security: 20607V106
Meeting Type: Special
Meeting Date: 04-May-2023
Ticker: CNDB
ISIN: US20607V1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment - To amend Concord Mgmt For For
III's Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") from May 8,
2023 (the "Termination Date") to November
8, 2023, or such earlier date as may be
determined by the board of directors of the
Company (such later date, the "Extended
Date").
2. Adjournment of the Meeting - To direct the Mgmt For For
chairman of the special meeting To direct
the chairman of the special meeting to
adjourn the special meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
special meeting, there are not sufficient
votes to approve any of the foregoing
proposal.
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 935796194
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dennis V. Arriola Mgmt For For
1b. Election of Director: Jody Freeman Mgmt For For
1c. Election of Director: Gay Huey Evans Mgmt For For
1d. Election of Director: Jeffrey A. Joerres Mgmt For For
1e. Election of Director: Ryan M. Lance Mgmt For For
1f. Election of Director: Timothy A. Leach Mgmt For For
1g. Election of Director: William H. McRaven Mgmt For For
1h. Election of Director: Sharmila Mulligan Mgmt For For
1i. Election of Director: Eric D. Mullins Mgmt For For
1j. Election of Director: Arjun N. Murti Mgmt For For
1k. Election of Director: Robert A. Niblock Mgmt For For
1l. Election of Director: David T. Seaton Mgmt For For
1m. Election of Director: R.A. Walker Mgmt For For
2. Proposal to ratify appointment of Ernst & Mgmt For For
Young LLP as ConocoPhillips' independent
registered public accounting firm for 2023.
3. Advisory Approval of Executive Mgmt For For
Compensation.
4. Advisory Vote on Frequency of Advisory Vote Mgmt 1 Year
on Executive Compensation.
5. Adoption of Amended and Restated Mgmt For For
Certificate of Incorporation on Right to
Call Special Meeting.
6. Approval of 2023 Omnibus Stock and Mgmt For For
Performance Incentive Plan of
ConocoPhillips.
7. Independent Board Chairman. Shr Against For
8. Share Retention Until Retirement. Shr Against For
9. Report on Tax Payments. Shr Against For
10. Report on Lobbying Activities. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED EDISON, INC. Agenda Number: 935797235
--------------------------------------------------------------------------------------------------------------------------
Security: 209115104
Meeting Type: Annual
Meeting Date: 15-May-2023
Ticker: ED
ISIN: US2091151041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy P. Cawley Mgmt For For
1b. Election of Director: Ellen V. Futter Mgmt For For
1c. Election of Director: John F. Killian Mgmt For For
1d. Election of Director: Karol V. Mason Mgmt For For
1e. Election of Director: Dwight A. McBride Mgmt For For
1f. Election of Director: William J. Mulrow Mgmt For For
1g. Election of Director: Armando J. Olivera Mgmt For For
1h. Election of Director: Michael W. Ranger Mgmt For For
1i. Election of Director: Linda S. Sanford Mgmt For For
1j. Election of Director: Deirdre Stanley Mgmt For For
1k. Election of Director: L. Frederick Mgmt For For
Sutherland
2. Ratification of appointment of independent Mgmt For For
accountants.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
5. Approval of the company's 2023 long term Mgmt For For
incentive plan.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION ACQUISITION CORP I Agenda Number: 935755251
--------------------------------------------------------------------------------------------------------------------------
Security: G2R18K105
Meeting Type: Special
Meeting Date: 27-Jan-2023
Ticker: CSTA
ISIN: KYG2R18K1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution that
subject to the approval of Proposal No. 2 -
the Insider Letter Amendment Proposal: a)
Article 49.7 of Constellation's Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
49.7: "In the event that the Company does
not consummate a Business Combination upon
the date which is the later of (i) 29 April
2023 (or 29 January 2024, if applicable
...(due to space limits, see proxy material
for full proposal).
2. Insider Letter Amendment Proposal - Mgmt For For
RESOLVED, as an ordinary resolution
(subject to the approval of Proposal No. 1
- the Extension Amendment Proposal), that
the amendment to the Letter Agreement,
dated January 26, 2021, by and among
Constellation Sponsor GmbH & Co. KG (the
"Sponsor"), Constellation and
Constellation's officers and directors (the
"Letter Agreement"), to allow the Sponsor
to transfer its holdings in Constellation,
directly or indirectly, to affiliate(s) of
Antarctica Capital ...(due to space limits,
see proxy material for full proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value $0.0001 per share (the "Public
Shares"), and Class B ordinary shares, par
value $0.0001 per share, in the capital of
Constellation represented (either in person
or by ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935670706
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 19-Jul-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jennifer M. Daniels Mgmt For For
Jeremy S.G. Fowden Mgmt For For
Jose M. Madero Garza Mgmt For For
Daniel J. McCarthy Mgmt For For
2. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year ending
February 28, 2023.
3. To approve, by an advisory vote, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935714990
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Special
Meeting Date: 09-Nov-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve and adopt the Amended and Mgmt For For
Restated Charter, which will effectuate the
Reclassification described in the Proxy
Statement.
2. To adjourn the Special Meeting to a later Mgmt For For
date or dates, if necessary or appropriate,
to solicit additional proxies if there are
insufficient votes to approve the
Reclassification Proposal at the time of
the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION ENERGY CORP Agenda Number: 935780684
--------------------------------------------------------------------------------------------------------------------------
Security: 21037T109
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: CEG
ISIN: US21037T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Joseph Dominguez Mgmt For For
Julie Holzrichter Mgmt For For
Ashish Khandpur Mgmt For For
2. To consider and act on an advisory vote Mgmt For For
regarding the approval of compensation paid
to named executive officers.
3. To consider and act on an advisory vote Mgmt 1 Year For
regarding the frequency of the approval of
compensation paid to named executive
officers.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CORTEVA INC. Agenda Number: 935773920
--------------------------------------------------------------------------------------------------------------------------
Security: 22052L104
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: CTVA
ISIN: US22052L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lamberto Andreotti Mgmt For For
1b. Election of Director: Klaus A. Engel Mgmt For For
1c. Election of Director: David C. Everitt Mgmt For For
1d. Election of Director: Janet P. Giesselman Mgmt For For
1e. Election of Director: Karen H. Grimes Mgmt For For
1f. Election of Director: Michael O. Johanns Mgmt For For
1g. Election of Director: Rebecca B. Liebert Mgmt For For
1h. Election of Director: Marcos M. Lutz Mgmt For For
1i. Election of Director: Charles V. Magro Mgmt For For
1j. Election of Director: Nayaki R. Nayyar Mgmt For For
1k. Election of Director: Gregory R. Page Mgmt For For
1l. Election of Director: Kerry J. Preete Mgmt For For
1m. Election of Director: Patrick J. Ward Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
--------------------------------------------------------------------------------------------------------------------------
Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
--------------------------------------------------------------------------------------------------------------------------
CRESCERA CAPITAL ACQUISITION CORP Agenda Number: 935853639
--------------------------------------------------------------------------------------------------------------------------
Security: G26507106
Meeting Type: Special
Meeting Date: 16-May-2023
Ticker: CREC
ISIN: KYG265071061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal -To amend, Mgmt For For
by way of special resolution, CCAP's
Articles to extend the date (the
"Termination Date") by which CCAP has to
consummate a Business Combination (the
"Extension Amendment") from May 23, 2023
(the date which is 18 months from the
closing date of the Company's initial
public offering of shares of Class A shares
(the "IPO") (the "Original Termination
Date") to November 23, 2023 (the date which
is 24 months from the closing date of the
Company's IPO) (the "Articles Extension
Date").
2. The Redemption Limitation Amendment Mgmt For For
Proposal - To amend, by way of special
resolution, the Company's Articles, as
provided by the second resolution in the
form set forth in Annex A to the
accompanying proxy statement (the
"Redemption Limitation Amendment" and such
proposal, the "Redemption Limitation
Amendment Proposal") to eliminate from the
Articles the limitation that the Company
shall not redeem Class A Ordinary Shares
included as part of the units sold in the
IPO (including any shares issued in
exchange thereof.
3. The Founder Conversion Amendment Proposal - Mgmt For For
To amend, by way of special resolution, the
Company's Articles, as provided by the
third resolution in the form set forth in
Annex A to the accompanying proxy statement
(the "Founder Conversion Amendment" and
such proposal, the "Founder Conversion
Amendment Proposal") to provide that the
Class B Ordinary Shares may be converted
either at the time of the consummation of
the Company's initial Business Combination
or at any earlier date at the option of the
holders of the Class B Ordinary Shares.
4. The Adjournment Proposal - To adjourn, by Mgmt For For
way of ordinary resolution, the Shareholder
Meeting to a later date or dates, if
necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, (ii) if the holders of
Public Shares (as defined below) have
elected to redeem an amount of shares in
connection with the Extension Amendment
such that CCAP would not adhere to the
continued listing requirements of the
Nasdaq Stock Market LLC ("Nasdaq").
--------------------------------------------------------------------------------------------------------------------------
CROWN CASTLE INC. Agenda Number: 935796788
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CCI
ISIN: US22822V1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. Robert Bartolo Mgmt For For
1b. Election of Director: Jay A. Brown Mgmt For For
1c. Election of Director: Cindy Christy Mgmt For For
1d. Election of Director: Ari Q. Fitzgerald Mgmt For For
1e. Election of Director: Andrea J. Goldsmith Mgmt For For
1f. Election of Director: Tammy K. Jones Mgmt For For
1g. Election of Director: Anthony J. Melone Mgmt For For
1h. Election of Director: W. Benjamin Moreland Mgmt For For
1i. Election of Director: Kevin A. Stephens Mgmt For For
1j. Election of Director: Matthew Thornton, III Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal year 2023.
3. The non-binding, advisory vote to approve Mgmt For For
the compensation of the Company's named
executive officers.
4. The amendment to the Company's Restated Mgmt For For
Certificate of Incorporation, as amended,
regarding officer exculpation.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
CVS HEALTH CORPORATION Agenda Number: 935806375
--------------------------------------------------------------------------------------------------------------------------
Security: 126650100
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: CVS
ISIN: US1266501006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Fernando Aguirre Mgmt For For
1b. Election of Director: Jeffrey R. Balser, Mgmt For For
M.D., Ph.D.
1c. Election of Director: C. David Brown II Mgmt For For
1d. Election of Director: Alecia A. DeCoudreaux Mgmt For For
1e. Election of Director: Nancy-Ann M. DeParle Mgmt For For
1f. Election of Director: Roger N. Farah Mgmt For For
1g. Election of Director: Anne M. Finucane Mgmt For For
1h. Election of Director: Edward J. Ludwig Mgmt For For
1i. Election of Director: Karen S. Lynch Mgmt For For
1j. Election of Director: Jean-Pierre Millon Mgmt For For
1k. Election of Director: Mary L. Schapiro Mgmt For For
2. Ratification of the Appointment of Our Mgmt For For
Independent Registered Public Accounting
Firm for 2023
3. Say on Pay, a Proposal to Approve, on an Mgmt For For
Advisory Basis, the Company's Executive
Compensation
4. Proposal to Recommend, on an Advisory Mgmt 1 Year For
Basis, the Frequency of Advisory Votes on
Executive Compensation Votes
5. Stockholder Proposal Requesting Paid Sick Shr Against For
Leave for All Employees
6. Stockholder Proposal for Reducing our Shr Against For
Ownership Threshold to Request a Special
Stockholder Meeting
7. Stockholder Proposal Regarding "Fair Shr Against For
Elections" and Requiring Stockholder
Approval of Certain Types of By-law
Amendments
8. Stockholder Proposal Requesting a Report on Shr Against For
a "Worker Rights Assessment"
9. Stockholder Proposal to Prevent Company Shr Against For
Directors from Simultaneously Sitting on
the Boards of Directors of Any Other
Company
--------------------------------------------------------------------------------------------------------------------------
D&Z MEDIA ACQUISITION CORP. Agenda Number: 935737746
--------------------------------------------------------------------------------------------------------------------------
Security: 23305Q106
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: DNZ
ISIN: US23305Q1067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To amend Mgmt For For
the Company's amended and restated
certificate of incorporation, in the form
set forth as Annex A to the accompanying
proxy statement, to extend the date by
which the Company must consummate an
initial business combination from January
28, 2023 to October 31, 2023 or such
earlier date as determined by the Company's
board of directors (the "Board") (the
"Charter Amendment Proposal").
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated as of January 25, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy
statement, to provide for the Extension to
the Extended Date pursuant to the Charter
Amendment (the "Trust Amendment Proposal").
3.1 To re-elect director to the Board, with Mgmt For For
each such director to serve until the third
annual meeting of stockholders following
the Special Meeting or until his successor
is elected and qualified: Scott Kurnit
3.2 To re-elect director to the Board, with Mgmt For For
each such director to serve until the third
annual meeting of stockholders following
the Special Meeting or until his successor
is elected and qualified: David Panton
4. The Auditor Ratification Proposal - To Mgmt For For
ratify the selection by the Company's audit
committee of Marcum LLP to serve as the
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2022.
5. The Adjournment Proposal - To direct the Mgmt For For
chairman of the Special Meeting to adjourn
the Special Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the Board determines
before the Special Meeting that it is not
necessary or no longer desirable to proceed
with the Charter Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
D.R. HORTON, INC. Agenda Number: 935751265
--------------------------------------------------------------------------------------------------------------------------
Security: 23331A109
Meeting Type: Annual
Meeting Date: 18-Jan-2023
Ticker: DHI
ISIN: US23331A1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donald R. Horton Mgmt For For
1b. Election of Director: Barbara K. Allen Mgmt For For
1c. Election of Director: Brad S. Anderson Mgmt For For
1d. Election of Director: Michael R. Buchanan Mgmt For For
1e. Election of Director: Benjamin S. Carson, Mgmt For For
Sr.
1f. Election of Director: Maribess L. Miller Mgmt For For
2. Approval of the advisory resolution on Mgmt For For
executive compensation.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 935795510
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr Against For
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr Against For
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
DARDEN RESTAURANTS, INC. Agenda Number: 935696762
--------------------------------------------------------------------------------------------------------------------------
Security: 237194105
Meeting Type: Annual
Meeting Date: 21-Sep-2022
Ticker: DRI
ISIN: US2371941053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Margaret Shan Atkins Mgmt For For
Ricardo Cardenas Mgmt For For
Juliana L. Chugg Mgmt For For
James P. Fogarty Mgmt For For
Cynthia T. Jamison Mgmt For For
Eugene I. Lee, Jr. Mgmt For For
Nana Mensah Mgmt For For
William S. Simon Mgmt For For
Charles M. Sonsteby Mgmt For For
Timothy J. Wilmott Mgmt For For
2. To obtain advisory approval of the Mgmt For For
Company's executive compensation.
3. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
May 28, 2023.
--------------------------------------------------------------------------------------------------------------------------
DECARBONIZATION PLUS ACQUISITION CORP IV Agenda Number: 935754879
--------------------------------------------------------------------------------------------------------------------------
Security: G2773W103
Meeting Type: Special
Meeting Date: 23-Jan-2023
Ticker: DCRD
ISIN: KYG2773W1033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Domestication Proposal - To approve, by Mgmt For For
Special Resolution (as defined in the
accompanying proxy statement/prospectus),
the transfer of DCRD by way of continuation
from the Cayman Islands to the Province of
Alberta, Canada in accordance with the
amended and restated memorandum and
articles of association of DCRD, adopted on
August 10, 2021, as may be amended and/or
restated from time to time (the "DCRD
Articles"), and the Cayman Islands
Companies Act (as amended) and the
domestication of DCRD ...(due to space
limits, see proxy material for full
proposal).
2. The Business Combination Proposal - To Mgmt For For
approve, by Special Resolution, the
Business Combination Agreement, dated
September 25, 2022 (as may be amended,
supplemented or otherwise modified from
time to time, the "Business Combination
Agreement" and the transactions
contemplated thereby, collectively, the
"Business Combination") by and among DCRD,
Hammerhead Resources Inc. ("Hammerhead"),
Hammerhead Energy Inc. ("NewCo") and
2453729 Alberta ULC ("AmalCo"), and the
Business Combination, including ...(due to
space limits, see proxy material for full
proposal).
3A. The Authorized Capital Proposal - To Mgmt For For
approve on a non-binding advisory basis, by
Ordinary Resolution, the provisions of the
proposed New SPAC Closing Articles and the
New SPAC Closing Bylaws which would change
the authorized share capital from the
existing (i) 500,000,000 DCRD Class A
Ordinary Shares, (ii) 50,000,000 DCRD Class
B Ordinary Shares, and (iii) 5,000,000
preferred shares of a nominal or par value
of $0.0001 each, to (i) an unlimited number
of New SPAC Class A Common Shares and
...(due to space limits, see proxy material
for full proposal).
3B. The Declassification Proposal - To approve Mgmt For For
on a non-binding advisory basis, by
Ordinary Resolution, the provisions of the
proposed New SPAC Closing Articles and the
New SPAC Closing Bylaws which would
declassify the board of directors with the
result being that each director will be
elected annually for a term of one year
(the "Declassification Proposal" or
"Proposal No. 3B").
3C. The Quorum Proposal - To approve on a Mgmt For For
non-binding advisory basis, by Ordinary
Resolution, the provisions of the proposed
New SPAC Closing Articles and the New SPAC
Closing Bylaws which would reduce the
requisite quorum for a meeting of
shareholders from (x) one or more
shareholders holding at least one-third of
the paid up voting share capital present in
person or by proxy and entitled to vote at
that meeting to (y) not less than two
persons holding or representing not less
than 25% of the shares ...(due to space
limits, see proxy material for full
proposal).
3D. The Other Matters Proposal - To approve on Mgmt For For
a non-binding advisory basis, by Ordinary
Resolution, the omission of provisions in
the proposed New SPAC Closing Articles and
the New SPAC Closing Bylaws relating to the
DCRD Class B Ordinary Shares, the DCRD IPO,
DCRD Sponsor, the Initial Business
Combination and other related matters (as
defined in the accompanying proxy
statement/prospectus) (the "Other Matters
Proposal" or "Proposal No. 3D").
4. The Extension Proposal - To approve, by Mgmt For For
Special Resolution, an extension of the
Deadline Date (as defined in the
accompanying proxy statement/prospectus) to
March 13, 2023 to be effected by way of
amendment and restatement of the DCRD
Articles (the "Extension Proposal" or
"Proposal No. 4").
5. The Adjournment Proposal - If put to DCRD Mgmt For For
Shareholders for a vote, a proposal to
approve, by Ordinary Resolution, the
adjournment of the extraordinary general
meeting of DCRD to a later date or dates,
if necessary or appropriate, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of the foregoing proposals (the
"Adjournment Proposal" or "Proposal No.
5"). If put forth at the extraordinary
general ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
DEERE & COMPANY Agenda Number: 935755009
--------------------------------------------------------------------------------------------------------------------------
Security: 244199105
Meeting Type: Annual
Meeting Date: 22-Feb-2023
Ticker: DE
ISIN: US2441991054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Leanne G. Caret Mgmt For For
1b. Election of Director: Tamra A. Erwin Mgmt For For
1c. Election of Director: Alan C. Heuberger Mgmt For For
1d. Election of Director: Charles O. Holliday, Mgmt For For
Jr.
1e. Election of Director: Michael O. Johanns Mgmt For For
1f. Election of Director: Clayton M. Jones Mgmt For For
1g. Election of Director: John C. May Mgmt For For
1h. Election of Director: Gregory R. Page Mgmt For For
1i. Election of Director: Sherry M. Smith Mgmt For For
1j. Election of Director: Dmitri L. Stockton Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation("say-on-pay").
3. Advisory vote on the frequency of future Mgmt 1 Year For
say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Deere's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal regarding termination Shr For Against
pay.
--------------------------------------------------------------------------------------------------------------------------
DELTA AIR LINES, INC. Agenda Number: 935859059
--------------------------------------------------------------------------------------------------------------------------
Security: 247361702
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: DAL
ISIN: US2473617023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward H. Bastian Mgmt For For
1b. Election of Director: Greg Creed Mgmt For For
1c. Election of Director: David G. DeWalt Mgmt For For
1d. Election of Director: William H. Easter III Mgmt For For
1e. Election of Director: Leslie D. Hale Mgmt For For
1f. Election of Director: Christopher A. Mgmt For For
Hazleton
1g. Election of Director: Michael P. Huerta Mgmt For For
1h. Election of Director: Jeanne P. Jackson Mgmt For For
1i. Election of Director: George N. Mattson Mgmt For For
1j. Election of Director: Vasant M. Prabhu Mgmt For For
1k. Election of Director: Sergio A. L. Rial Mgmt For For
1l. Election of Director: David S. Taylor Mgmt For For
1m. Election of Director: Kathy N. Waller Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of Delta's named executive
officers.
3. To recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Delta's independent auditors for the
year ending December 31, 2023.
5. A shareholder proposal requesting Shr For Against
shareholder ratification of termination
pay.
6. A shareholder proposal requesting a freedom Shr Against For
of association and collective bargaining
policy.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 935809395
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: DXCM
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Steven R. Altman
1.2 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Richard A. Collins
1.3 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Karen Dahut
1.4 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Mark G. Foletta
1.5 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Barbara E. Kahn
1.6 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Kyle Malady
1.7 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Eric J. Topol,
M.D.
2. To ratify the selection by the Audit Mgmt For For
Committee of our Board of Directors of
Ernst & Young LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To hold a non-binding vote on an advisory Mgmt For For
resolution to approve executive
compensation.
4. To recommend a non-binding advisory Mgmt 1 Year For
resolution on the frequency of stockholder
votes on executive compensation.
5. To hold a non-binding vote on pay equity Mgmt Against For
disclosure.
--------------------------------------------------------------------------------------------------------------------------
DHB CAPITAL CORP. Agenda Number: 935738510
--------------------------------------------------------------------------------------------------------------------------
Security: 23291W109
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: DHBC
ISIN: US23291W1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the adoption of an amendment to Mgmt For For
the Company's Charter as set forth in Annex
A of the accompanying proxy statement to
change the date by which the company must
either (i) consummate a business
combination or (ii) cease all operations,
except for winding up and redeeming shares,
from March 4, 2023 to such date as shall be
determined by the Board, but no later than
December 30, 2022.
2. To approve the adoption of an amendment to Mgmt For For
the Investment Management Trust Agreement,
dated March 1, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee, as set forth in
Annex B of the accompanying proxy
statement, to change the date on which
Continental must commence liquidation of
the trust account from March 4, 2023 to
such date as shall be determined by the
Board, but no later than December 30, 2022.
3. To approve the adjournment of the Special Mgmt For For
Meeting from time to time, if necessary, to
solicit additional proxies in favor of
Proposal No. 1 and/or Proposal No. 2 or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
DIAMONDHEAD HOLDINGS CORP. Agenda Number: 935755213
--------------------------------------------------------------------------------------------------------------------------
Security: 25278L204
Meeting Type: Special
Meeting Date: 25-Jan-2023
Ticker: DHHCU
ISIN: US25278L2043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend the Company's Certificate of Mgmt For For
Incorporation to extend the date by which
the Company has to consummate a business
combination from January 28, 2023 to July
28, 2023 (or such earlier date as
determined by the board of directors).
2. Adjourn the Special Meeting to a later date Mgmt For For
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1.
--------------------------------------------------------------------------------------------------------------------------
DIGITAL REALTY TRUST, INC. Agenda Number: 935849743
--------------------------------------------------------------------------------------------------------------------------
Security: 253868103
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: DLR
ISIN: US2538681030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alexis Black Bjorlin Mgmt For For
1b. Election of Director: VeraLinn Jamieson Mgmt For For
1c. Election of Director: Kevin J. Kennedy Mgmt For For
1d. Election of Director: William G. LaPerch Mgmt For For
1e. Election of Director: Jean F.H.P. Mgmt For For
Mandeville
1f. Election of Director: Afshin Mohebbi Mgmt For For
1g. Election of Director: Mark R. Patterson Mgmt For For
1h. Election of Director: Mary Hogan Preusse Mgmt For For
1i. Election of Director: Andrew P. Power Mgmt For For
2. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the year ending
December 31, 2023.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of the Company's
named executive officers, as more fully
described in the accompanying Proxy
Statement (Say-on-Pay).
4. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of holding future
advisory votes on the compensation of our
named executive officers (every one, two or
three years).
5. A stockholder proposal regarding reporting Shr Against For
on concealment clauses.
6. A stockholder proposal regarding inclusion Shr Against For
in the workplace.
--------------------------------------------------------------------------------------------------------------------------
DIGITAL TRANSFORMATION OPP. CORP. Agenda Number: 935734118
--------------------------------------------------------------------------------------------------------------------------
Security: 25401K107
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: DTOC
ISIN: US25401K1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect the two (2) Class I directors, Mgmt For For
Jim Moffatt and Heather Zynczak, to the
Company's Board of Directors (the "Board")
to serve two-year terms until the 2024
annual meeting of stockholders or until
their successors are duly elected and
qualified (Class B Common Stock Only).
2. To ratify the appointment of Marcum LLP by Mgmt For For
the audit committee of the Board to serve
as the Company's independent registered
public accounting firm for the year ending
December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
DIGITAL TRANSFORMATION OPP. CORP. Agenda Number: 935766367
--------------------------------------------------------------------------------------------------------------------------
Security: 25401K107
Meeting Type: Special
Meeting Date: 02-Mar-2023
Ticker: DTOC
ISIN: US25401K1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - A proposal Mgmt For For
to amend DTOC's Amended and Restated
Certificate of Incorporation (the
"Certificate of Incorporation") to extend
the date that the Company has to consummate
a business combination from March 12, 2023
to June 30, 2023 upon the deposit by the
Company's sponsor, Digital Transformation
Sponsor LLC (the "Sponsor"), of an
aggregate of $150,000 into the Trust
Account and (ii) to give the Sponsor the
option to further extend the Combination
Period ...(due to space limits, see proxy
material for full proposal).
2. Redemption Limitation Amendment Proposal - Mgmt For For
A proposal to approve an amendment to the
Certificate of Incorporation currently in
effect to eliminate from the Certificate of
Incorporation the limitation that the
Company may not redeem public shares to the
extent that such redemption would result in
the Company having net tangible assets (as
determined in accordance with Rule 3a51-
1(g)(1) of the Securities Exchange Act of
1934) of less than $5,000,001 (the
"Redemption Limitation") in order to allow
the ...(due to space limits, see proxy
material for full proposal).
3. Trust Agreement Amendment Proposal - A Mgmt For For
proposal to amend DTOC's investment
management trust agreement, dated as of
March 9, 2021 (the "Trust Agreement"), by
and between the Company and Continental
Stock Transfer & Trust Company (the
"Trustee"), to (i) allow the Company to
extend the Combination Period from March
12, 2023 to June 30, 2023, and (ii) give
the Sponsor the Extension Option to further
extend the Combination Period beyond June
30, 2023 up to three (3) times for an
additional one (1) ...(due to space limits,
see proxy material for full proposal).
4. Adjournment Proposal - A proposal to Mgmt For For
adjourn the Special Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve the Extension Amendment
Proposal, the Redemption Limitation
Amendment Proposal or the Trust Agreement
Amendment Proposal, or to provide
additional time to effectuate the Extension
(the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
DISCOVER FINANCIAL SERVICES Agenda Number: 935796322
--------------------------------------------------------------------------------------------------------------------------
Security: 254709108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: DFS
ISIN: US2547091080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Directors: Jeffrey S. Aronin Mgmt For For
1B Election of Directors: Mary K. Bush Mgmt For For
1C Election of Directors: Gregory C. Case Mgmt For For
1D Election of Directors: Candace H. Duncan Mgmt For For
1E Election of Directors: Joseph F. Eazor Mgmt For For
1F Election of Directors: Roger C. Hochschild Mgmt For For
1G Election of Directors: Thomas G. Maheras Mgmt For For
1H Election of Directors: John B. Owen Mgmt For For
1I Election of Directors: David L. Rawlinson Mgmt For For
II
1J Election of Directors: Beverley A. Sibblies Mgmt For For
1K Election of Directors: Mark A. Thierer Mgmt For For
1L Election of Directors: Jennifer L. Wong Mgmt For For
2 Advisory vote to approve named executive Mgmt For For
officer compensation:
3 Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation:
4 To approve the Discover Financial Services Mgmt For For
2023 Omnibus Incentive Plan:
5 To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm:
--------------------------------------------------------------------------------------------------------------------------
DOLLAR GENERAL CORPORATION Agenda Number: 935821137
--------------------------------------------------------------------------------------------------------------------------
Security: 256677105
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: DG
ISIN: US2566771059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Warren F. Bryant Mgmt For For
1b. Election of Director: Michael M. Calbert Mgmt For For
1c. Election of Director: Ana M. Chadwick Mgmt For For
1d. Election of Director: Patricia D. Mgmt For For
Fili-Krushel
1e. Election of Director: Timothy I. McGuire Mgmt For For
1f. Election of Director: Jeffery C. Owen Mgmt For For
1g. Election of Director: Debra A. Sandler Mgmt For For
1h. Election of Director: Ralph E. Santana Mgmt For For
1i. Election of Director: Todd J. Vasos Mgmt For For
2. To approve, on an advisory (non-binding) Mgmt For For
basis, the resolution regarding the
compensation of Dollar General
Corporation's named executive officers as
disclosed in the proxy statement
3. To recommend, on an advisory (non-binding) Mgmt 1 Year For
basis, the frequency of future advisory
votes on Dollar General Corporation's named
executive officer compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Dollar General Corporation's
independent registered public accounting
firm for fiscal 2023.
5. To vote on a shareholder proposal regarding Shr Against For
cage-free eggs progress disclosure.
6. To vote on a shareholder proposal to take Shr Against For
steps to amend Dollar General Corporation's
governing documents to remove the one-year
holding period requirement to call a
special shareholder meeting
7. To vote on a shareholder proposal Shr Against For
requesting a worker safety and well-being
audit and report.
--------------------------------------------------------------------------------------------------------------------------
DOMINION ENERGY, INC. Agenda Number: 935788440
--------------------------------------------------------------------------------------------------------------------------
Security: 25746U109
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: D
ISIN: US25746U1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: James A. Bennett Mgmt For For
1B. Election of Director: Robert M. Blue Mgmt For For
1C. Election of Director: D. Maybank Hagood Mgmt For For
1D. Election of Director: Ronald W. Jibson Mgmt For For
1E. Election of Director: Mark J. Kington Mgmt For For
1F. Election of Director: Kristin G. Lovejoy Mgmt For For
1G. Election of Director: Joseph M. Rigby Mgmt For For
1H. Election of Director: Pamela J. Royal, M.D. Mgmt For For
1I. Election of Director: Robert H. Spilman, Mgmt For For
Jr.
1J. Election of Director: Susan N. Story Mgmt For For
1K. Election of Director: Michael E. Szymanczyk Mgmt For For
2. Advisory Vote on Approval of Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay Votes
4. Ratification of Appointment of Independent Mgmt For For
Auditor
5. Management's Proposal to Amend Article IV Mgmt For For
of the Bylaws to Make Certain Changes to
the Information Required to be Provided by
a Shareholder Requesting a Special Meeting
6. Management's Proposal to Amend Article XI Mgmt For For
of the Bylaws to Make Certain Changes to
the Advance Notice Provisions for Director
Nominations
7. Shareholder Proposal Regarding a Policy to Shr Against For
Require an Independent Chair
--------------------------------------------------------------------------------------------------------------------------
DOW INC. Agenda Number: 935771178
--------------------------------------------------------------------------------------------------------------------------
Security: 260557103
Meeting Type: Annual
Meeting Date: 13-Apr-2023
Ticker: DOW
ISIN: US2605571031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Samuel R. Allen Mgmt For For
1b. Election of Director: Gaurdie E. Banister Mgmt For For
Jr.
1c. Election of Director: Wesley G. Bush Mgmt For For
1d. Election of Director: Richard K. Davis Mgmt For For
1e. Election of Director: Jerri DeVard Mgmt For For
1f. Election of Director: Debra L. Dial Mgmt For For
1g. Election of Director: Jeff M. Fettig Mgmt For For
1h. Election of Director: Jim Fitterling Mgmt For For
1i. Election of Director: Jacqueline C. Hinman Mgmt For For
1j. Election of Director: Luis Alberto Moreno Mgmt For For
1k. Election of Director: Jill S. Wyant Mgmt For For
1l. Election of Director: Daniel W. Yohannes Mgmt For For
2. Advisory Resolution to Approve Executive Mgmt For For
Compensation
3. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for 2023
4. Stockholder Proposal - Independent Board Shr Against For
Chairman
5. Stockholder Proposal - Single-Use Plastics Shr Against For
Report
--------------------------------------------------------------------------------------------------------------------------
DP CAP ACQUISITION CORP. I Agenda Number: 935846963
--------------------------------------------------------------------------------------------------------------------------
Security: G2R05B100
Meeting Type: Special
Meeting Date: 10-May-2023
Ticker: DPCS
ISIN: KYG2R05B1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal as a special Mgmt For For
resolution, to amend and restate the
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amended and restated Charter
in the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which we must (1) consummate a
merger, share exchange, asset acquisition,
share purchase, reorganization or similar
business combination (an "initial business
combination"), (2) cease our operations
...(due to space limits, see proxy material
for full proposal).
2. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
DTRT HEALTH ACQUISITION CORP. Agenda Number: 935730994
--------------------------------------------------------------------------------------------------------------------------
Security: 23344T103
Meeting Type: Special
Meeting Date: 06-Dec-2022
Ticker: DTRT
ISIN: US23344T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation (our "charter") to extend
the date by which the Company must
consummate a business combination (the
"Extension") from December 7, 2022 (the
date which is 15 months from the closing
date of the Company's initial public
offering of our units (the "IPO")) to March
7, 2023 (the date which is 18 months from
the closing date of the IPO) (the "Extended
Date").
2. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit futher
solicitation and vote of proxies in the
event that there insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 935783440
--------------------------------------------------------------------------------------------------------------------------
Security: 26441C204
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: DUK
ISIN: US26441C2044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Derrick Burks Mgmt For For
1b. Election of Director: Annette K. Clayton Mgmt For For
1c. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Caroline Dorsa Mgmt For For
1f. Election of Director: W. Roy Dunbar Mgmt For For
1g. Election of Director: Nicholas C. Mgmt For For
Fanandakis
1h. Election of Director: Lynn J. Good Mgmt For For
1i. Election of Director: John T. Herron Mgmt For For
1j. Election of Director: Idalene F. Kesner Mgmt For For
1k. Election of Director: E. Marie McKee Mgmt For For
1l. Election of Director: Michael J. Pacilio Mgmt For For
1m. Election of Director: Thomas E. Skains Mgmt For For
1n. Election of Director: William E. Webster, Mgmt For For
Jr.
2. Ratification of Deloitte & Touche LLP as Mgmt For For
Duke Energy's independent registered public
accounting firm for 2023
3. Advisory vote to approve Duke Energy's Mgmt For For
named executive officer compensation
4. Advisory vote on the frequency of an Mgmt 1 Year For
advisory vote on executive compensation
5. Approval of the Duke Energy Corporation Mgmt For For
2023 Long-Term Incentive Plan
6. Shareholder proposal regarding simple Shr For
majority vote
7. Shareholder proposal regarding formation of Shr Against For
committee to evaluate decarbonization risk
--------------------------------------------------------------------------------------------------------------------------
DUPONT DE NEMOURS, INC. Agenda Number: 935808444
--------------------------------------------------------------------------------------------------------------------------
Security: 26614N102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: DD
ISIN: US26614N1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Amy G. Brady Mgmt For For
1b. Election of Director: Edward D. Breen Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: Terrence R. Curtin Mgmt For For
1e. Election of Director: Alexander M. Cutler Mgmt For For
1f. Election of Director: Eleuthere I. du Pont Mgmt For For
1g. Election of Director: Kristina M. Johnson Mgmt For For
1h. Election of Director: Luther C. Kissam Mgmt For For
1i. Election of Director: Frederick M. Lowery Mgmt For For
1j. Election of Director: Raymond J. Milchovich Mgmt For For
1k. Election of Director: Deanna M. Mulligan Mgmt For For
1l. Election of Director: Steven M. Sterin Mgmt For For
2. Advisory Resolution to Approve Executive Mgmt For For
Compensation
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for 2023
4. Independent Board Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION PLC Agenda Number: 935777764
--------------------------------------------------------------------------------------------------------------------------
Security: G29183103
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: ETN
ISIN: IE00B8KQN827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Arnold Mgmt For For
1b. Election of Director: Olivier Leonetti Mgmt For For
1c. Election of Director: Silvio Napoli Mgmt For For
1d. Election of Director: Gregory R. Page Mgmt For For
1e. Election of Director: Sandra Pianalto Mgmt For For
1f. Election of Director: Robert V. Pragada Mgmt For For
1g. Election of Director: Lori J. Ryerkerk Mgmt For For
1h. Election of Director: Gerald B. Smith Mgmt For For
1i. Election of Director: Dorothy C. Thompson Mgmt For For
1j. Election of Director: Darryl L. Wilson Mgmt For For
2. Approving the appointment of Ernst & Young Mgmt For For
as independent auditor for 2023 and
authorizing the Audit Committee of the
Board of Directors to set its remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Approving, on an advisory basis, the Mgmt 1 Year For
frequency of executive compensation votes.
5. Approving a proposal to grant the Board Mgmt For For
authority to issue shares.
6. Approving a proposal to grant the Board Mgmt For For
authority to opt out of pre-emption rights.
7. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Company shares.
--------------------------------------------------------------------------------------------------------------------------
EBAY INC. Agenda Number: 935860595
--------------------------------------------------------------------------------------------------------------------------
Security: 278642103
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: EBAY
ISIN: US2786421030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Adriane M. Brown Mgmt For For
1b. Election of Director: Aparna Chennapragada Mgmt For For
1c. Election of Director: Logan D. Green Mgmt For For
1d. Election of Director: E. Carol Hayles Mgmt For For
1e. Election of Director: Jamie Iannone Mgmt For For
1f. Election of Director: Shripriya Mahesh Mgmt For For
1g. Election of Director: Paul S. Pressler Mgmt For For
1h. Election of Director: Mohak Shroff Mgmt For For
1i. Election of Director: Perry M. Traquina Mgmt For For
2. Ratification of appointment of independent Mgmt For For
auditors.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Say-on-Pay Frequency Vote. Mgmt 1 Year For
5. Approval of the Amendment and Restatement Mgmt For For
of the eBay Equity Incentive Award Plan.
6. Amendment to the Certificate of Mgmt For For
Incorporation.
7. Special Shareholder Meeting, if properly Shr Against For
presented.
--------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 935776635
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: EIX
ISIN: US2810201077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Michael C. Camunez Mgmt For For
1c. Election of Director: Vanessa C.L. Chang Mgmt For For
1d. Election of Director: James T. Morris Mgmt For For
1e. Election of Director: Timothy T. O'Toole Mgmt For For
1f. Election of Director: Pedro J. Pizarro Mgmt For For
1g. Election of Director: Marcy L. Reed Mgmt For For
1h. Election of Director: Carey A. Smith Mgmt For For
1i. Election of Director: Linda G. Stuntz Mgmt For For
1j. Election of Director: Peter J. Taylor Mgmt For For
1k. Election of Director: Keith Trent Mgmt For For
2. Ratification of the Independent Registered Mgmt For For
Public Accounting Firm
3. Advisory Vote to Approve Say-on-Pay Vote Mgmt 1 Year For
Frequency
4. Advisory Vote to Approve Executive Mgmt For For
Compensation
--------------------------------------------------------------------------------------------------------------------------
EDWARDS LIFESCIENCES CORPORATION Agenda Number: 935792261
--------------------------------------------------------------------------------------------------------------------------
Security: 28176E108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: EW
ISIN: US28176E1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Kieran T. Gallahue Mgmt For For
1.2 Election of Director: Leslie S. Heisz Mgmt For For
1.3 Election of Director: Paul A. LaViolette Mgmt For For
1.4 Election of Director: Steven R. Loranger Mgmt For For
1.5 Election of Director: Martha H. Marsh Mgmt For For
1.6 Election of Director: Michael A. Mussallem Mgmt For For
1.7 Election of Director: Ramona Sequeira Mgmt For For
1.8 Election of Director: Nicholas J. Valeriani Mgmt For For
1.9 Election of Director: Bernard J. Zovighian Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Future Advisory Votes on Named Executive
Officer Compensation
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm
5. Approval of Amendment of the Certificate of Mgmt For For
Incorporation to Provide for Exculpation of
Officers
6. Stockholder Proposal regarding Independent Shr Against For
Board Chairman Policy
--------------------------------------------------------------------------------------------------------------------------
EG ACQUISITION CORP. Agenda Number: 935849161
--------------------------------------------------------------------------------------------------------------------------
Security: 26846A100
Meeting Type: Special
Meeting Date: 19-May-2023
Ticker: EGGF
ISIN: US26846A1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life - Amend the A&R Mgmt For For
Charter to give the Company the right to
extend the date that the Company has to
consummate a business combination up to 5
times, initially from May 28, 2023 to
August 28, 2023, and thereafter for
additional one month periods commencing on
August 28, 2023 through and until December
28, 2023 (or such earlier date after May
28, 2023 as determined by the Company's
board of directors).
2. Amend the Investment Management Trust Mgmt For For
Agreement, dated May 25, 2021, by the
Company and Continental Stock Transfer &
Trust Company, to give the Company the
right to extend the date on which
Continental must liquidate the Trust
Account established in connection with the
Company's initial public offering if the
Company has not completed its initial
business combination up to 5 times,
initially from May 28, 2023 to August 28,
2023, and thereafter for additional one
month periods commencing on August 28,
2023 through and until December 28, 2023.
3. Adjournment - Adjourn the Special Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
EMERSON ELECTRIC CO. Agenda Number: 935748600
--------------------------------------------------------------------------------------------------------------------------
Security: 291011104
Meeting Type: Annual
Meeting Date: 07-Feb-2023
Ticker: EMR
ISIN: US2910111044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR FOR TERMS ENDING IN Mgmt For For
2026: Martin S. Craighead
1b. ELECTION OF DIRECTOR FOR TERMS ENDING IN Mgmt For For
2026: Gloria A. Flach
1c. ELECTION OF DIRECTOR FOR TERMS ENDING IN Mgmt For For
2026: Matthew S. Levatich
2. Ratification of KPMG LLP as Independent Mgmt For For
Registered Public Accounting Firm.
3. Approval, by non-binding advisory vote, of Mgmt For For
Emerson Electric Co. executive
compensation.
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ENPHASE ENERGY, INC. Agenda Number: 935812013
--------------------------------------------------------------------------------------------------------------------------
Security: 29355A107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ENPH
ISIN: US29355A1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jamie Haenggi Mgmt For For
Benjamin Kortlang Mgmt For For
Richard Mora Mgmt For For
2. To approve, on advisory basis, the Mgmt For For
compensation of our named executive
officers, as disclosed in the proxy
statement.
3. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ENTERGY CORPORATION Agenda Number: 935786232
--------------------------------------------------------------------------------------------------------------------------
Security: 29364G103
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ETR
ISIN: US29364G1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gina F. Adams Mgmt For For
1b. Election of Director: John H. Black Mgmt For For
1c. Election of Director: John R. Burbank Mgmt For For
1d. Election of Director: Patrick J. Condon Mgmt For For
1e. Election of Director: Kirkland H. Donald Mgmt For For
1f. Election of Director: Brian W. Ellis Mgmt For For
1g. Election of Director: Philip L. Mgmt For For
Frederickson
1h. Election of Director: M. Elise Hyland Mgmt For For
1i. Election of Director: Stuart L. Levenick Mgmt For For
1j. Election of Director: Blanche L. Lincoln Mgmt For For
1k. Election of Director: Andrew S. Marsh Mgmt For For
1l. Election of Director: Karen A. Puckett Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as Entergy's Independent
Registered Public Accountants for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Named Executive
Officer Compensation.
5. Approval of an Amendment to the 2019 Mgmt For For
Entergy Corporation Omnibus Incentive Plan.
6. Approval of an Amendment to Entergy Mgmt For For
Corporation's Restated Certificate of
Incorporation to Include Exculpation of
Officers.
--------------------------------------------------------------------------------------------------------------------------
ENTERPRISE 4.0 TECHNOLOGY ACQUISITION Agenda Number: 935825034
--------------------------------------------------------------------------------------------------------------------------
Security: G3137C106
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: ENTF
ISIN: KYG3137C1069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to extend the date by
which the Company has to consummate a
Business Combination from April 21, 2023 to
October 21, 2023 (or such earlier date as
determined by the Board of Directors).
2) The Founder Share Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to provide for the right
of a holder of Class B Ordinary Shares to
convert into Class A Ordinary Shares on a
one-for-one basis at any time prior to the
closing of a Business Combination at the
option of a holder of the Class B Ordinary
Shares.
3) The Auditor Ratification Proposal - Mgmt For For
RESOLVED, as an ordinary resolution, that
the appointment of WithumSmith+Brown, PC as
the independent registered public
accounting firm of the Company for the
fiscal year ending December 31, 2023 be
ratified, approved and confirmed in all
respects.
4) The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the extraordinary general meeting in
lieu of an annual general meeting to a
later date or dates to be determined by the
chairman of the extraordinary general
meeting in lieu of an annual general
meeting, or indefinitely, if necessary or
convenient, to permit further solicitation
and vote of proxies be confirmed, ratified
and approved in all respects.
--------------------------------------------------------------------------------------------------------------------------
EOG RESOURCES, INC. Agenda Number: 935817049
--------------------------------------------------------------------------------------------------------------------------
Security: 26875P101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: EOG
ISIN: US26875P1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Janet F. Clark
1b. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Charles R. Crisp
1c. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Robert P. Daniels
1d. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Lynn A. Dugle
1e. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: C. Christopher
Gaut
1f. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Michael T. Kerr
1g. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Julie J. Robertson
1h. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Donald F. Textor
1i. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Ezra Y. Yacob
2. To ratify the appointment by the Audit Mgmt For For
Committee of the Board of Directors of
Deloitte & Touche LLP, independent
registered public accounting firm, as
auditors for the Company for the year
ending December 31, 2023.
3. To approve, by non-binding vote, the Mgmt For For
compensation of the Company's named
executive officers.
4. To recommend, by non-binding vote, the Mgmt 1 Year For
frequency of holding advisory votes on the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
EQUINIX, INC. Agenda Number: 935820490
--------------------------------------------------------------------------------------------------------------------------
Security: 29444U700
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: EQIX
ISIN: US29444U7000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Nanci Caldwell
1b. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Adaire
Fox-Martin
1c. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Ron Guerrier
1d. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Gary Hromadko
1e. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Charles Meyers
1f. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Thomas Olinger
1g. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Christopher
Paisley
1h. Election of Director to the Board of Mgmt Against Against
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Jeetu Patel
1i. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Sandra Rivera
1j. Election of Director to the Board of Mgmt Against Against
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Fidelma Russo
1k. Election of Director to the Board of Mgmt For For
Directors to serve until the next Annual
Meeting or until their successors have been
duly elected and qualified: Peter Van Camp
2. Approval, by a non-binding advisory vote, Mgmt For For
of the compensation of our named executive
officers.
3. Approval, by a non-binding advisory vote, Mgmt 1 Year For
of the frequency with which our
stockholders will vote on the compensation
of our named executive officers
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the fiscal year ending December
31, 2023
5. A stockholder proposal related to Shr For Against
shareholder ratification of termination pay
--------------------------------------------------------------------------------------------------------------------------
ESG CORE INVESTMENTS B.V. Agenda Number: 716489516
--------------------------------------------------------------------------------------------------------------------------
Security: N3R134106
Meeting Type: AGM
Meeting Date: 16-Feb-2023
Ticker:
ISIN: NL00150006O3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT 20 JAN 2023: INTERMEDIARY CLIENTS ONLY - Non-Voting
PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS
AN INTERMEDIARY CLIENT UNDER THE
SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD
BE PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
1. OPENING Non-Voting
2. ANNUAL REPORT 2022 Non-Voting
2.a. REPORT OF THE MANAGEMENT BOARD FOR THE Non-Voting
FINANCIAL YEAR 2022
2.b. REMUNERATION REPORT FOR THE FINANCIAL YEAR Mgmt For For
2022 (ADVISORY VOTE)
3. PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS Mgmt For For
FOR THE FINANCIAL YEAR 2022
4. DISCHARGE FROM LIABILITY Non-Voting
4.a. PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
MANAGEMENT BOARD FROM LIABILITY FOR THE
FINANCIAL YEAR 2022
4.b. PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD FROM LIABILITY FOR THE
FINANCIAL YEAR 2022
5. PROPOSAL TO DISSOLVE (ONTBINDEN) THE Mgmt For For
COMPANY IN ACCORDANCE WITH ITS ARTICLES OF
ASSOCIATION AND SECTION 2:19 OF THE DUTCH
CIVIL CODE, AND TO APPOINT INFESTOS
SUSTAINABILITY B.V. AS CUSTODIAN OF THE
BOOKS AND RECORDS OF THE COMPANY IN
ACCORDANCE WITH ARTICLE 2:24 OF THE DUTCH
CIVIL CODE
6. FULL AND FINAL DISCHARGE FROM LIABILITY Non-Voting
6.a. PROPOSAL TO FULLY AND FINALLY DISCHARGE THE Mgmt For For
MEMBERS OF THE MANAGEMENT BOARD FROM
LIABILITY, IN ANTICIPATION OF THE
DISSOLUTION OF THE COMPANY PURSUANT TO ITEM
5
6.b. PROPOSAL TO FULLY AND FINALLY DISCHARGE THE Mgmt For For
MEMBERS OF THE SUPERVISORY BOARD FROM
LIABILITY, IN ANTICIPATION OF THE
DISSOLUTION OF THE COMPANY PURSUANT TO ITEM
5
7. ANY OTHER BUSINESS Non-Voting
8. CLOSING Non-Voting
CMMT 20 JAN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ESGEN ACQUISITION CORPORATION Agenda Number: 935755439
--------------------------------------------------------------------------------------------------------------------------
Security: G3R95N103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: ESAC
ISIN: KYG3R95N1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Proposal - By special resolution Mgmt For For
to amend the Company's amended and restated
memorandum and articles of association to:
(i) extend from January 22, 2023 to April
22, 2023 (which extension shall be
accompanied by a payment from the Company's
working capital account into the Trust
Account (as defined below) of the lesser of
$420,000 or $0.12 for each Public Share (as
defined below) that is outstanding
following the exercise of redemption rights
in connection with the ...(due to space
limits,see proxy material for full
proposal).
2. The Adjournment Proposal - By ordinary Mgmt For For
resolution to approve the adjournment of
the General Meeting by the chairman thereof
to a later date, if necessary, under
certain circumstances, to solicit
additional proxies for the purpose of
approving the Extension Proposal, to amend
the Extension Proposal, or to allow
reasonable additional time for the filing
or mailing of any supplemental or amended
disclosure that the Company has determined
in good faith after consultation with
outside legal ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
EVE MOBILITY ACQUISITION CORP. Agenda Number: 935874633
--------------------------------------------------------------------------------------------------------------------------
Security: G3218G109
Meeting Type: Special
Meeting Date: 14-Jun-2023
Ticker: EVE
ISIN: KYG3218G1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt For For
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Part 1 of Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (an
"initial business combination") or (2) (i)
cease ...(due to space limits, see proxy
material for full proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend the Charter pursuant to an amendment
to the Charter in the form set forth in
Part 2 of Annex A of the accompanying proxy
statement (the "Redemption Limitation
Amendment" and such proposal, the
"Redemption Limitation Amendment Proposal")
to eliminate from the Charter the
limitation that the Company shall not
redeem Class A Ordinary Shares included as
part of the units sold in the IPO
(including ...(due to space limits, see
proxy material for full proposal).
3. The Optional Conversion Amendment Proposal Mgmt For For
- as a special resolution, to amend the
Charter pursuant to an amendment to the
Charter in the form set forth in Part 3 of
Annex A of the accompanying proxy statement
to provide for the right of a holder of
Class B ordinary shares, par value $0.0001
per share, of the Company ("Class B
Ordinary Shares"), to convert such Class B
Ordinary Shares into Class A Ordinary
Shares on a one-for-one basis at any time
and from time to time prior to the ...(due
to space limits, see proxy material for
full proposal).
4. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal, the Redemption
Limitation Amendment Proposal and/or the
Optional Conversion Amendment Proposal (the
"Adjournment Proposal"), which will only be
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
EXCELFIN ACQUISITION CORP Agenda Number: 935800905
--------------------------------------------------------------------------------------------------------------------------
Security: 30069X102
Meeting Type: Special
Meeting Date: 13-Apr-2023
Ticker: XFIN
ISIN: US30069X1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE EXTENSION AMENDMENT PROPOSAL - To amend Mgmt For For
the Company's amended and restated
certificate of incorporation to extend the
date by with the company must (1)
effectuate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or other similar
business combination with one or more
businesses, (2) cease its operations except
for the purpose of winding up if it fails
to complete such initial business
combination, and (3) redeem 100% of the
Company's Class A common stock, from April
25, 2023 to October 25, 2023.
2. THE ADJOURNMENT PROPOSAL - To approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary (i) to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are not sufficient votes to approve one or
more proposals presented to stockholders
for vote or, (ii) if stockholders have
elected to redeem an amount of shares in
connection with the Extension Amendment
Proposal, such that the Company would not
adhere to the continued listing
requirements of The Nasdaq Global Market.
--------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 935779504
--------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: EXC
ISIN: US30161N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony Anderson Mgmt For For
1b. Election of Director: W. Paul Bowers Mgmt For For
1c. Election of Director: Calvin G. Butler, Jr. Mgmt For For
1d. Election of Director: Marjorie Rodgers Mgmt For For
Cheshire
1e. Election of Director: Linda Jojo Mgmt For For
1f. Election of Director: Charisse Lillie Mgmt For For
1g. Election of Director: Matthew Rogers Mgmt For For
1h. Election of Director: John Young Mgmt For For
2. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as Exelon's Independent Auditor for 2023.
3. Advisory approval of executive Mgmt For For
compensation.
4. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION Agenda Number: 935823977
--------------------------------------------------------------------------------------------------------------------------
Security: 30231G102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: XOM
ISIN: US30231G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael J. Angelakis Mgmt For For
1b. Election of Director: Susan K. Avery Mgmt For For
1c. Election of Director: Angela F. Braly Mgmt For For
1d. Election of Director: Gregory J. Goff Mgmt For For
1e. Election of Director: John D. Harris II Mgmt For For
1f. Election of Director: Kaisa H. Hietala Mgmt For For
1g. Election of Director: Joseph L. Hooley Mgmt For For
1h. Election of Director: Steven A. Kandarian Mgmt For For
1i. Election of Director: Alexander A. Karsner Mgmt For For
1j. Election of Director: Lawrence W. Kellner Mgmt For For
1k. Election of Director: Jeffrey W. Ubben Mgmt For For
1l. Election of Director: Darren W. Woods Mgmt For For
2. Ratification of Independent Auditors Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation
4. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation
5. Establish a New Board Committee on Shr Against For
Decarbonization Risk
6. Reduce Executive Stock Holding Period Shr Against For
7. Additional Carbon Capture and Storage and Shr Against For
Emissions Report
8. Additional Direct Methane Measurement Shr Against For
9. Establish a Scope 3 Target and Reduce Shr Against For
Hydrocarbon Sales
10. Additional Report on Worst-case Spill and Shr Against For
Response Plans
11. GHG Reporting on Adjusted Basis Shr Against For
12. Report on Asset Retirement Obligations Shr Against For
Under IEA NZE Scenario
13. Report on Plastics Under SCS Scenario Shr Against For
14. Litigation Disclosure Beyond Legal and Shr Against For
Accounting Requirements
15. Tax Reporting Beyond Legal Requirements Shr Against For
16. Energy Transition Social Impact Report Shr Against For
17. Report on Commitment Against AMAP Work Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FAST ACQUISITION CORP. II Agenda Number: 935766925
--------------------------------------------------------------------------------------------------------------------------
Security: 311874101
Meeting Type: Special
Meeting Date: 03-Mar-2023
Ticker: FZT
ISIN: US3118741012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt For For
proposal to amend the Company's Amended and
Restated Certificate of Incorporation (the
"charter") to extend the date by which the
Company must consummate a business
combination (the "Extension") from March
18, 2023 (the date that is 24 months from
the closing date of the Company's initial
public offering of units (the "IPO")) (the
"Current Outside Date") to June 18, 2023
(the date that is 27 months from the
closing date of the IPO) (the "Extended
Date"), ...(due to space limits, see proxy
material for full proposal).
2. The Founder Share Amendment Proposal - A Mgmt For For
proposal to amend the charter to provide
for the right of a holder of Class B common
stock of the Company to convert into Class
A common stock on a one-to-one basis prior
to the closing of a business combination at
the election of the holder (the "Founder
Share Amendment Proposal").
3. The Redemption Limitation Amendment Mgmt For For
Proposal - A proposal to amend the charter
to delete: (i) the limitation that the
Company shall not consummate a business
combination if it would cause the Company's
net tangible assets to be less than
$5,000,001; and (ii) the limitation that
the Company shall not redeem public shares
that would cause the Company's net tangible
assets to be less than $5,000,001 following
such redemptions (the "Redemption
Limitation Amendment Proposal").
4. The Adjournment Proposal - A proposal to Mgmt For For
adjourn the Special Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal,
Founder Share Amendment Proposal, or
Redemption Limitation Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
FEDERAL REALTY INVESTMENT TRUST Agenda Number: 935785672
--------------------------------------------------------------------------------------------------------------------------
Security: 313745101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: FRT
ISIN: US3137451015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Trustee: David W. Faeder Mgmt For For
1b. Election of Trustee: Elizabeth I. Holland Mgmt For For
1c. Election of Trustee: Nicole Y. Lamb-Hale Mgmt For For
1d. Election of Trustee: Thomas A. McEachin Mgmt For For
1e. Election of Trustee: Anthony P. Nader, III Mgmt For For
1f. Election of Trustee: Gail P. Steinel Mgmt For For
1g. Election of Trustee: Donald C. Wood Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of holding future,
non-binding, advisory votes on the
compensation of our named executive
officers.
4. To approve, on a non-binding, advisory Mgmt For For
basis, an increase to the number of
authorized common shares.
5. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
FEDEX CORPORATION Agenda Number: 935696306
--------------------------------------------------------------------------------------------------------------------------
Security: 31428X106
Meeting Type: Annual
Meeting Date: 19-Sep-2022
Ticker: FDX
ISIN: US31428X1063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: MARVIN R. ELLISON Mgmt For For
1b. Election of Director: STEPHEN E. GORMAN Mgmt For For
1c. Election of Director: SUSAN PATRICIA Mgmt For For
GRIFFITH
1d. Election of Director: KIMBERLY A. JABAL Mgmt For For
1e. Election of Director: AMY B. LANE Mgmt For For
1f. Election of Director: R. BRAD MARTIN Mgmt For For
1g. Election of Director: NANCY A. NORTON Mgmt For For
1h. Election of Director: FREDERICK P. PERPALL Mgmt For For
1i. Election of Director: JOSHUA COOPER RAMO Mgmt For For
1j. Election of Director: SUSAN C. SCHWAB Mgmt For For
1k. Election of Director: FREDERICK W. SMITH Mgmt For For
1l. Election of Director: DAVID P. STEINER Mgmt For For
1m. Election of Director: RAJESH SUBRAMANIAM Mgmt For For
1n. Election of Director: V. JAMES VENA Mgmt For For
1o. Election of Director: PAUL S. WALSH Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as FedEx's independent registered public
accounting firm for fiscal year 2023.
4. Approval of amendment to the FedEx Mgmt For For
Corporation 2019 Omnibus Stock Incentive
Plan to increase the number of authorized
shares.
5. Stockholder proposal regarding independent Shr Against For
board chairman.
6. Stockholder proposal regarding report on Shr Against For
alignment between company values and
electioneering contributions.
7. Stockholder proposal regarding lobbying Shr Against For
activity and expenditure report.
8. Stockholder proposal regarding assessing Shr Against For
inclusion in the workplace.
9. Proposal not applicable Shr Against
--------------------------------------------------------------------------------------------------------------------------
FINNOVATE ACQUISITION CORP. Agenda Number: 935860115
--------------------------------------------------------------------------------------------------------------------------
Security: G3R34K103
Meeting Type: Special
Meeting Date: 08-May-2023
Ticker: FNVT
ISIN: KYG3R34K1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, by way of special resolution, Mgmt For For
an amendment to the Company's amended and
restated memorandum and articles of
association in the form set forth in Annex
A of the accompanying proxy statement, to
extend the date by which the Company would
be permitted to consummate an initial
business combination from May 8, 2023 to
May 8, 2024, as well as to permit the
Board, in its sole discretion, to elect to
wind up the Company's operations on an
earlier date, pursuant to the resolution
set forth in Proposal No. 1 of the
accompanying proxy statement.
2. To approve, by way of special resolution, Mgmt For For
an amendment to the Company's amended and
restated memorandum and articles of
association in the form set forth in Annex
B of the accompanying proxy statement to
provide for the right of a holder of Class
B ordinary shares, par value $0.0001 per
share to convert such shares into Class A
ordinary shares, par value $0.0001 per
share on a one-for-one basis prior to
closing of a business combination at
election of the holder pursuant to the
resolution set forth in Proposal No. 2 of
accompanying proxy statement.
3. Adjournment Proposal - A proposal to Mgmt For For
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1 or Proposal No.
2, pursuant to the resolution set forth in
Proposal No. 3 of the accompanying proxy
statement.
--------------------------------------------------------------------------------------------------------------------------
FINTECH ECOSYSTEM DEVELOPMENT CORP. Agenda Number: 935785862
--------------------------------------------------------------------------------------------------------------------------
Security: 318136108
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: FEXD
ISIN: US3181361086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate an
initial business combination from April 21,
2023 to, at latest, April 21, 2024, by
granting the Company twelve (12) one month
extension options.
2. Adjournment Proposal: Adjourn the Special Mgmt For For
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of Proposal
1.
--------------------------------------------------------------------------------------------------------------------------
FIRSTENERGY CORP. Agenda Number: 935804167
--------------------------------------------------------------------------------------------------------------------------
Security: 337932107
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: FE
ISIN: US3379321074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jana T. Croom Mgmt For For
1b. Election of Director: Steven J. Demetriou Mgmt For For
1c. Election of Director: Lisa Winston Hicks Mgmt For For
1d. Election of Director: Paul Kaleta Mgmt For For
1e. Election of Director: Sean T. Klimczak Mgmt For For
1f. Election of Director: Jesse A. Lynn Mgmt For For
1g. Election of Director: James F. O'Neil III Mgmt For For
1h. Election of Director: John W. Somerhalder Mgmt For For
II
1i. Election of Director: Andrew Teno Mgmt For For
1j. Election of Director: Leslie M. Turner Mgmt For For
1k. Election of Director: Melvin Williams Mgmt For For
2. Ratify the Appointment of the Independent Mgmt For For
Registered Public Accounting Firm for 2023
3. Approve, on an Advisory Basis, Named Mgmt For For
Executive Officer Compensation
4. Approve, on an Advisory Basis, the Mgmt 1 Year For
Frequency of Future Advisory Votes to
Approve Named Executive Officer
Compensation
5. Approve an Amendment to the Amended and Mgmt For For
Restated Code of Regulations to Reduce the
Percentage of Shares Required to Call a
Special Meeting of Shareholders
6. Shareholder Ratification of Termination Pay Shr For Against
7. Establish a New Board Committee on Shr Against For
Decarbonization Risk
--------------------------------------------------------------------------------------------------------------------------
FISERV, INC. Agenda Number: 935806096
--------------------------------------------------------------------------------------------------------------------------
Security: 337738108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: FISV
ISIN: US3377381088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Frank J. Bisignano Mgmt For For
Henrique de Castro Mgmt For For
Harry F. DiSimone Mgmt For For
Dylan G. Haggart Mgmt For For
Wafaa Mamilli Mgmt For For
Heidi G. Miller Mgmt For For
Doyle R. Simons Mgmt For For
Kevin M. Warren Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the named executive
officers of Fiserv, Inc.
3. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on the compensation of the named
executive officers of Fiserv, Inc.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm of Fiserv, Inc. for
2023.
5. Shareholder proposal requesting an Shr Against For
independent board chair policy.
--------------------------------------------------------------------------------------------------------------------------
FOCUS IMPACT ACQUISITION CORP. Agenda Number: 935746707
--------------------------------------------------------------------------------------------------------------------------
Security: 34417L109
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: FIAC
ISIN: US34417L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal No. 1 - Extension Amendment Mgmt For For
Proposal - To amend FIAC's amended and
restated certificate of incorporation to
extend the date by which FIAC has to
consummate a business combination from May
1, 2023 to November 1, 2023 (the "Extension
Amendment Proposal"). A copy of the
proposed amendments is set forth in Annex A
to the accompanying proxy statement.
2. Adjournment Proposal - To adjourn the Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of Class A common stock, par value
$0.0001 per share and shares of Class B
common stock, par value $0.0001 per share,
in the capital of FIAC represented (either
in person or by proxy) to constitute a
quorum necessary to conduct business at the
Stockholder Meeting.
--------------------------------------------------------------------------------------------------------------------------
FOCUS IMPACT ACQUISITION CORP. Agenda Number: 935820882
--------------------------------------------------------------------------------------------------------------------------
Security: 34417L109
Meeting Type: Special
Meeting Date: 25-Apr-2023
Ticker: FIAC
ISIN: US34417L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend Mgmt For For
FIAC's amended and restated certificate of
incorporation to extend the date by which
FIAC has to consummate a business
combination (the "Termination Date") from
May 1, 2023 to August 1, 2023 (the "Charter
Extension Date") and to allow FIAC, without
another stockholder vote, to elect to
extend the Termination Date to consummate a
business combination on a monthly basis for
up to nine times by an additional one month
each time after the Charter Extension Date
(the "Extension Amendment Proposal").
2. Redemption Limit Amendment Proposal - To Mgmt For For
amend FIAC's amended and restated
certificate of incorporation to eliminate
the limitation that FIAC may not redeem
public stock to the extent that such
redemption would result in FIAC having net
tangible assets of less than $5,000,000
(the "Redemption Limitation") in order to
allow FIAC to redeem public stock
irrespective of whether such redemption
would exceed the Redemption Limitation (the
"Redemption Limitation Amendment," and such
proposal the "Redemption Limitation
Amendment Proposal").
3. Adjournment Proposal - To adjourn the Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of Class A common stock, par value
$0.0001 per share and shares of Class B
common stock, par value $0.0001 per share
and (ii) where the board or directors of
FIAC has determined it is otherwise
necessary.
--------------------------------------------------------------------------------------------------------------------------
FORD MOTOR COMPANY Agenda Number: 935790128
--------------------------------------------------------------------------------------------------------------------------
Security: 345370860
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: F
ISIN: US3453708600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kimberly A. Casiano Mgmt For For
1b. Election of Director: Alexandra Ford Mgmt For For
English
1c. Election of Director: James D. Farley, Jr. Mgmt For For
1d. Election of Director: Henry Ford III Mgmt For For
1e. Election of Director: William Clay Ford, Mgmt For For
Jr.
1f. Election of Director: William W. Helman IV Mgmt For For
1g. Election of Director: Jon M. Huntsman, Jr. Mgmt For For
1h. Election of Director: William E. Kennard Mgmt For For
1i. Election of Director: John C. May Mgmt For For
1j. Election of Director: Beth E. Mooney Mgmt For For
1k. Election of Director: Lynn Vojvodich Mgmt For For
Radakovich
1l. Election of Director: John L. Thornton Mgmt For For
1m. Election of Director: John B. Veihmeyer Mgmt For For
1n. Election of Director: John S. Weinberg Mgmt For For
2. Ratification of Independent Registered Mgmt For For
Public Accounting Firm.
3. Say-on-Pay - An Advisory Vote to Approve Mgmt For For
the Compensation of the Named Executives.
4. An Advisory Vote on the Frequency of a Mgmt 1 Year For
Shareholder Vote to Approve the
Compensation of the Named Executives.
5. Approval of the 2023 Long-Term Incentive Mgmt For For
Plan.
6. Relating to Consideration of a Shr Against For
Recapitalization Plan to Provide That All
of the Company's Outstanding Stock Have One
Vote Per Share.
7. Relating to Disclosure of the Company's Shr Against For
Reliance on Child Labor Outside of the
United States.
8. Relating to Reporting on the Company's Shr Against For
Animal Testing Practices.
--------------------------------------------------------------------------------------------------------------------------
FORGEROCK, INC Agenda Number: 935749284
--------------------------------------------------------------------------------------------------------------------------
Security: 34631B101
Meeting Type: Special
Meeting Date: 12-Jan-2023
Ticker: FORG
ISIN: US34631B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger Mgmt For For
(as it may be amended from time to time),
dated as of October 10, 2022, among Project
Fortress Parent, LLC, Project Fortress
Merger Sub, Inc. and ForgeRock, Inc. (the
"merger agreement").
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation that will or may
become payable by ForgeRock to its named
executive officers in connection with the
merger.
3. To approve any proposal to adjourn the Mgmt For For
special meeting to a later date or dates,
if necessary or appropriate, to solicit
additional proxies if there are
insufficient votes to adopt the merger
agreement at the time of the special
meeting.
--------------------------------------------------------------------------------------------------------------------------
FORGEROCK, INC. Agenda Number: 935818344
--------------------------------------------------------------------------------------------------------------------------
Security: 34631B101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: FORG
ISIN: US34631B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Bruce Golden Mgmt For For
Arun Mathew Mgmt For For
Alexander Ott Mgmt For For
Maria Walker Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as our independent
registered public accounting firm for our
fiscal year ending December 31, 2023.
3. On an advisory basis, the frequency of Mgmt 1 Year For
future stockholder advisory votes on the
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
FORUM MERGER IV CORPORATION Agenda Number: 935766937
--------------------------------------------------------------------------------------------------------------------------
Security: 349875104
Meeting Type: Special
Meeting Date: 07-Mar-2023
Ticker: FMIV
ISIN: US3498751045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - amend Mgmt For For
(the "Extension Amendment") the Company's
amended and restated certificate of
incorporation (the "charter") to extend the
date (the "completion window", and any
extensions of that date pursuant to the
Extension Amendment Proposal, an
"Extension") by which the Company has to
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination with one or more
businesses (a "business ...(due to space
limits, see proxy material for full
proposal).
2. DIRECTOR
Neil Goldberg Mgmt For For
Richard Katzman Mgmt For For
Steven Berns Mgmt For For
3. The Founder Share Amendment Proposal - Mgmt For For
amend (the "Founder Share Amendment") the
charter to provide holders of Class B
common stock, par value $0.0001 per share
of the Company ("founder shares" or "Class
B Common Stock" and, collectively with the
Class A Common Stock, the "common stock")
the right to convert any and all their
Class B Common Stock into Class A common
stock, par value $0.0001 per share of the
Company ("Class A Common Stock") on a
one-for-one basis prior to the closing of a
...(due to space limits, see proxy material
for full proposal).
4. The Redemption Limitation Amendment Mgmt For For
Proposal - amend (the "Redemption
Limitation Amendment") the charter to
delete the limitation that the Company
shall not redeem public shares that would
cause the Company's net tangible assets to
be less than $5,000,001 following such
redemptions (we refer to this proposal as
the "Redemption Limitation Amendment
Proposal").
5. The Liquidation Amendment Proposal - amend Mgmt For For
(the "Liquidation Amendment") the charter
to permit the Board, in its sole
discretion, to elect to wind up the
Company's operations on an earlier date
than the Extended Date (including prior to
the Current Outside Date or an Additional
Charter Extension Date, as applicable) as
determined by our Board and included in a
public announcement (we refer to this
proposal as the "Liquidation Amendment
Proposal").
6. The Adjournment Proposal - approve the Mgmt For For
adjournment of the special meeting to a
later date or dates, if necessary or
appropriate, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal, the Founder
Share Amendment Proposal, the Redemption
Limitation Amendment Proposal and the
Liquidation Amendment Proposal (we refer to
this proposal as the "Adjournment
Proposal").
--------------------------------------------------------------------------------------------------------------------------
FOUNDER SPAC Agenda Number: 935688171
--------------------------------------------------------------------------------------------------------------------------
Security: G3661E122
Meeting Type: Special
Meeting Date: 02-Aug-2022
Ticker: FOUNU
ISIN: KYG3661E1228
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution the
transactions contemplated under the
Agreement and Plan of Merger, dated as of
December 15, 2021, by and among Founder,
Ravenclaw Merger Sub LLC, a Delaware
limited liability company and wholly-owned
subsidiary of Founder, Rubicon
Technologies, LLC, a Delaware limited
liability company, and the other parties
thereto (the "Business Combination"), a
copy of which is attached to the ...(due to
space limits, see proxy material for full
proposal).
2. The Domestication Proposal - to consider Mgmt For For
and vote upon a proposal to approve by
special resolution a change in Founder's
jurisdiction of incorporation by
deregistering as an exempted company in the
Cayman Islands and continuing and
domesticating as a corporation under the
laws of the State of Delaware (the
"Domestication"). The Domestication
Proposal is conditioned on the approval of
each of the Cross-Conditioned Proposals.
Therefore, if any of the Cross-Conditioned
Proposals is not ...(due to space limits,
see proxy material for full proposal).
3. The Charter Proposal - to consider and vote Mgmt For For
upon a proposal to approve by special
resolution the certificate of incorporation
of Founder in connection with the
Domestication, in the form attached to the
proxy statement/consent solicitation
statement/prospectus as Annex B (the
"Proposed Charter") to, among other things,
change Founder's name to "Rubicon
Technologies, Inc." ("New Rubicon"), to be
effective upon the consummation of the
Business Combination. The Charter Proposal
...(due to space limits, see proxy material
for full proposal).
4a. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to authorize the change in the
authorized capital stock of Founder from
(i) 479,000,000 Class A ordinary shares,
20,000,000 Class B ordinary shares
("Founder Class B Shares") and 1,000,000
preference shares, par value $0.0001 per
share, of Founder, to (ii) 690,000,000
shares of Class A common stock, 275,000,000
shares of Class V common stock and
10,000,000 shares of New Rubicon preferred
stock, par value $0.0001 per share.
4b. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to authorize adopting Delaware
as the exclusive forum for certain
stockholder litigation.
4c. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to authorize adopting Section
203 of the Delaware General Corporation Law
to prevent certain takeovers by interested
stockholders.
4d. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to require at least two-thirds
of the voting power of the stock
outstanding and entitled to vote thereon,
voting together as a single class, to
adopt, amend or repeal, or adopt any
provision inconsistent with, Articles V
(the provisions regarding the size of the
board of directors of New Rubicon, the
classification of the board of directors of
New Rubicon, the filling of vacancies and
the election and removal ...(due to space
limits, see proxy material for full
proposal).
4e. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to approve provisions
permitting the removal of a director only
for cause and only by the affirmative vote
of not less than two-thirds of the
outstanding shares entitled to vote at an
election of directors, voting together as a
single class.
4f. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to approve provisions requiring
stockholders to take action at an annual or
special meeting and prohibiting stockholder
action by written consent in lieu of a
meeting.
4g. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to adopt a waiver of corporate
opportunities for its non-employee
directors.
4h. The Governance Proposal - A proposal to Mgmt For For
amend the Memorandum and Articles of
Association to authorize (1) changing the
corporate name from "Founder SPAC" to
"Rubicon Technologies, Inc.", (2) making
New Rubicon's corporate existence
perpetual, and (3) removing certain
provisions related to Founder's status as a
blank check company that will no longer be
applicable upon consummation of the
Business Combination.
5a. Election of Director: Nate Morris Mgmt For For
5b. Election of Director: Andres Chico Mgmt For For
5c. Election of Director: Coddy Johnson Mgmt For For
5d. Election of Director: Paula Henderson Mgmt For For
5e. Election of Director: Osman Ahmed Mgmt For For
5f. Election of Director: Jack Selby Mgmt For For
5g. Election of Director: Ambassador Paula Mgmt For For
Dobriansky
5h. Election of Director: Barry Caldwell Mgmt For For
5i. Election of Director: Brent Callinicos Mgmt For For
6. The Share Plan Proposal - to consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution the Rubicon Technologies, Inc.
2022 Equity Incentive Plan, a copy of which
is attached to the proxy statement/consent
solicitation statement/prospectus as Annex
K, to be effective upon the consummation of
the Business Combination. The Share Plan
Proposal is conditioned on the approval of
the Cross-Conditioned Proposals. Therefore,
if each of the Cross-Conditioned Proposals
is not approved, the Share ...(due to space
limits, see proxy material for full
proposal).
7. The Nasdaq Proposal - to consider and vote Mgmt For For
upon a proposal to approve by ordinary
resolution, for purposes of complying with
Nasdaq Listing Rule 5635 (a) and (b), the
issuance of more than 20% of the issued and
outstanding ordinary shares and the
resulting change in control in connection
with the Business Combination. The Nasdaq
Proposal is conditioned on the approval of
each of the Cross-Conditioned Proposals.
Therefore, if any of the Cross-Conditioned
Proposals is not approved, the Nasdaq
...(due to space limits, see proxy material
for full proposal).
8. The Adjournment Proposal - to consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution the adjournment of the
extraordinary general meeting by the
chairman thereof to a later date, if
necessary, under certain circumstances,
including for the purpose of soliciting
additional proxies in favor of the
foregoing Proposals, in the event Founder
does not receive the requisite shareholder
vote to approve the Proposals. The
Adjournment Proposal is not conditioned on
the approval of any other proposal.
--------------------------------------------------------------------------------------------------------------------------
FOX CORPORATION Agenda Number: 935714039
--------------------------------------------------------------------------------------------------------------------------
Security: 35137L105
Meeting Type: Annual
Meeting Date: 03-Nov-2022
Ticker: FOXA
ISIN: US35137L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Non Voting agenda Mgmt Abstain
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN INC. Agenda Number: 935831493
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: FCX
ISIN: US35671D8570
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Richard C. Adkerson Mgmt For For
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: Robert W. Dudley Mgmt For For
1e. Election of Director: Hugh Grant Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Ryan M. Lance Mgmt For For
1h. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1i. Election of Director: Dustan E. McCoy Mgmt For For
1j. Election of Director: Kathleen L. Quirk Mgmt For For
1k. Election of Director: John J. Stephens Mgmt For For
1l. Election of Director: Frances Fragos Mgmt For For
Townsend
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
FRONTIER INVESTMENT CORP Agenda Number: 935891134
--------------------------------------------------------------------------------------------------------------------------
Security: G36816109
Meeting Type: Special
Meeting Date: 29-Jun-2023
Ticker: FICV
ISIN: KYG368161090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) To approve, as a special resolution, an Mgmt For For
amendment to FRONTIER's Amended and
Restated Memorandum of Association and
Articles of Association (as may be amended
from time to time, together, the "Articles
of Association") as provided by the first
resolution in the form set forth in Annex A
to the accompanying proxy statement, to
extend the date by which FRONTIER must
consummate a business combination from July
6, 2023 (the "Termination Date") to July 6,
2024 (the "Extended Date"). A copy of the
Amendment is attached to the proxy
statement as Annex A.
2) Trust Agreement Amendment Proposal - To Mgmt For For
approve, as a special resolution, as
provided in Annex B to the accompanying
proxy statement, an amendment to FRONTIER's
investment management trust agreement,
dated as of July 6, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company
(the "Trustee"), to extend the Termination
Date from July 6, 2023 to July 6, 2024, the
Extended Date. A copy of the Amendment is
attached to the proxy statement as Annex B.
3) NTA Requirement Amendment Proposal - To Mgmt For For
approve, as a special resolution, as
provided in the second resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to remove
the net tangible asset requirement from the
Articles of Association in order to expand
the methods that FRONTIER may employ so as
not to become subject to the "penny stock"
rules of the Securities and Exchange
Commission. A copy of the Amendment is
attached to the proxy statement as Annex A.
4) The Founder Share Amendment Proposal - To Mgmt For For
approve, as a special resolution, as
provided in the third resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to Articles of Association to provide the
right of a holder of the Company's Class B
ordinary shares, par value $0.0001 per
share to convert into Class A ordinary
shares, par value $0.0001 per share, of the
Company on a one-for-one basis at any time
to the closing of a business combination. A
copy of the Amendment is attached to the
proxy statement as Annex A.
5) The Adjournment Proposal - To approve, as Mgmt For For
an ordinary resolution, the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Extraordinary General
Meeting, there are not sufficient votes to
approve the Extension Amendment Proposal,
the Trust Agreement Amendment Proposal, the
NTA Requirement Amendment, or the Founder
Share Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
FTAC ZEUS ACQUISITION CORP. Agenda Number: 935739322
--------------------------------------------------------------------------------------------------------------------------
Security: 30320F106
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: ZING
ISIN: US30320F1066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - to approve Mgmt For For
the adoption of an amendment to the
Company's Amended and Restated Certificate
of Incorporation to provide the Company's
Board of Directors with the right to
accelerate the date by which the Company
must cease all operations, except for the
purpose of winding up, redeem all of the
shares of Class A common stock included as
part of the units sold in the Company's
IPO, and dissolve, from May 23, 2023 (or by
August 23, 2023 if the Company has executed
...(due to space limits, see proxy material
for full proposal).
2. The Trust Amendment Proposal - to approve Mgmt For For
the adoption of an amendment to the
Investment Management Trust Agreement,
dated November 18, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to allow the
trustee to liquidate the trust account
established in connection with the
Company's IPO at such earlier time as may
be determined by the Company as set forth
in Proposal 1. Proposal 2 is conditioned on
the approval of Proposal 1. If Proposal 2
is ...(due to space limits, see proxy
material for full proposal).
3. The Adjournment Proposal - to approve Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
GAMES & ESPORTS EXPERIENCE ACQ CORP. Agenda Number: 935768828
--------------------------------------------------------------------------------------------------------------------------
Security: G3731J119
Meeting Type: Special
Meeting Date: 06-Mar-2023
Ticker: GEEX
ISIN: KYG3731J1195
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt For For
Company's amended and restated articles of
association to: (A) extend the date by
which the Company has to complete an
initial business combination from March 7,
2023 to December 7, 2023, by electing to
extend the date to consummate an initial
business combination on a monthly basis for
up to nine times by an additional one month
each time after March 7, 2023 to December
7, 2023, unless the closing of the
Company's initial business combination
shall ...(due to space limits, see proxy
material for full proposal).
2. Adjournment Proposal - Approve the Mgmt For For
adjournment of the Extraordinary General
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
GARTNER, INC. Agenda Number: 935825806
--------------------------------------------------------------------------------------------------------------------------
Security: 366651107
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: IT
ISIN: US3666511072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for term expiring in Mgmt For For
2024: Peter E. Bisson
1b. Election of Director for term expiring in Mgmt For For
2024: Richard J. Bressler
1c. Election of Director for term expiring in Mgmt For For
2024: Raul E. Cesan
1d. Election of Director for term expiring in Mgmt For For
2024: Karen E. Dykstra
1e. Election of Director for term expiring in Mgmt For For
2024: Diana S. Ferguson
1f. Election of Director for term expiring in Mgmt For For
2024: Anne Sutherland Fuchs
1g. Election of Director for term expiring in Mgmt For For
2024: William O. Grabe
1h. Election of Director for term expiring in Mgmt For For
2024: Jose M. Gutierrez
1i. Election of Director for term expiring in Mgmt For For
2024: Eugene A. Hall
1j. Election of Director for term expiring in Mgmt For For
2024: Stephen G. Pagliuca
1k. Election of Director for term expiring in Mgmt For For
2024: Eileen M. Serra
1l. Election of Director for term expiring in Mgmt For For
2024: James C. Smith
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
3. Vote, on an advisory basis, on the Mgmt 1 Year For
frequency of future stockholder advisory
votes on the Company's executive
compensation.
4. Approval of the Gartner, Inc. Long-Term Mgmt For For
Incentive Plan.
5. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the 2023 fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
GE HEALTHCARE TECHNOLOGIES INC. Agenda Number: 935805878
--------------------------------------------------------------------------------------------------------------------------
Security: 36266G107
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: GEHC
ISIN: US36266G1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter J. Arduini Mgmt For For
1b. Election of Director: H. Lawrence Culp, Jr. Mgmt For For
1c. Election of Director: Rodney F. Hochman Mgmt For For
1d. Election of Director: Lloyd W. Howell, Jr. Mgmt For For
1e. Election of Director: Risa Lavizzo-Mourey Mgmt For For
1f. Election of Director: Catherine Lesjak Mgmt For For
1g. Election of Director: Anne T. Madden Mgmt For For
1h. Election of Director: Tomislav Mihaljevic Mgmt For For
1i. Election of Director: William J. Stromberg Mgmt For For
1j. Election of Director: Phoebe L. Yang Mgmt For For
2. Approve our named executive officers' Mgmt For For
compensation in an advisory vote.
3. Approve the frequency of future advisory Mgmt 1 Year For
votes on named executive officers'
compensation in an advisory vote.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as our independent auditor for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
GENERAC HOLDINGS INC. Agenda Number: 935846418
--------------------------------------------------------------------------------------------------------------------------
Security: 368736104
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: GNRC
ISIN: US3687361044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director: Marcia J. Mgmt For For
Avedon
1.2 Election of Class II Director: Bennett J. Mgmt For For
Morgan
1.3 Election of Class II Director: Dominick P. Mgmt For For
Zarcone
2. Proposal to ratify the selection of Mgmt For For
Deloitte & Touche LLP as our independent
registered public accounting firm for the
year ended December 31, 2023.
3. Advisory vote on the non-binding Mgmt For For
"say-on-pay" resolution to approve the
compensation of our executive officers.
4. Advisory vote on the non-binding resolution Mgmt 1 Year For
regarding the frequency of our advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION Agenda Number: 935781078
--------------------------------------------------------------------------------------------------------------------------
Security: 369550108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GD
ISIN: US3695501086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard D. Clarke Mgmt For For
1b. Election of Director: James S. Crown Mgmt For For
1c. Election of Director: Rudy F. deLeon Mgmt For For
1d. Election of Director: Cecil D. Haney Mgmt For For
1e. Election of Director: Mark M. Malcolm Mgmt For For
1f. Election of Director: James N. Mattis Mgmt For For
1g. Election of Director: Phebe N. Novakovic Mgmt For For
1h. Election of Director: C. Howard Nye Mgmt For For
1i. Election of Director: Catherine B. Reynolds Mgmt For For
1j. Election of Director: Laura J. Schumacher Mgmt For For
1k. Election of Director: Robert K. Steel Mgmt For For
1l. Election of Director: John G. Stratton Mgmt For For
1m. Election of Director: Peter A. Wall Mgmt For For
2. Vote to Approve Amendment to Delaware Mgmt For For
Charter to Limit Liability of Officers as
Permitted by Law
3. Advisory Vote on the Selection of Mgmt For For
Independent Auditors
4. Advisory Vote to Approve Executive Mgmt For For
Compensation
5. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Executive Compensation Advisory Votes
6. Shareholder Proposal - Human Rights Impact Shr Against For
Assessment
7. Shareholder Proposal - Independent Board Shr Against For
Chairman
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 935786408
--------------------------------------------------------------------------------------------------------------------------
Security: 369604301
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GE
ISIN: US3696043013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen Angel Mgmt For For
1b. Election of Director: Sebastien Bazin Mgmt For For
1c. Election of Director: H. Lawrence Culp, Jr. Mgmt For For
1d. Election of Director: Edward Garden Mgmt For For
1e. Election of Director: Isabella Goren Mgmt For For
1f. Election of Director: Thomas Horton Mgmt For For
1g. Election of Director: Catherine Lesjak Mgmt For For
1h. Election of Director: Darren McDew Mgmt For For
1i. Election of Director: Paula Rosput Reynolds Mgmt For For
1j. Election of Director: Jessica Uhl Mgmt For For
2. Advisory Approval of Our Named Executives' Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Our Named
Executives' Compensation.
4. Ratification of Deloitte as Independent Mgmt For For
Auditor for 2023.
5. Independent Board Chairman. Shr Against For
6. Sale of the Company. Shr Against For
7. Fiduciary Carbon-Emission Relevance Report. Shr Against For
8. Assess Energy-Related Asset Resilience. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
GENERAL MILLS, INC. Agenda Number: 935697877
--------------------------------------------------------------------------------------------------------------------------
Security: 370334104
Meeting Type: Annual
Meeting Date: 27-Sep-2022
Ticker: GIS
ISIN: US3703341046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. Kerry Clark Mgmt For For
1b. Election of Director: David M. Cordani Mgmt For For
1c. Election of Director: C. Kim Goodwin Mgmt For For
1d. Election of Director: Jeffrey L. Harmening Mgmt For For
1e. Election of Director: Maria G. Henry Mgmt For For
1f. Election of Director: Jo Ann Jenkins Mgmt For For
1g. Election of Director: Elizabeth C. Lempres Mgmt For For
1h. Election of Director: Diane L. Neal Mgmt For For
1i. Election of Director: Steve Odland Mgmt For For
1j. Election of Director: Maria A. Sastre Mgmt For For
1k. Election of Director: Eric D. Sprunk Mgmt For For
1l. Election of Director: Jorge A. Uribe Mgmt For For
2. Approval of the 2022 Stock Compensation Mgmt For For
Plan.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm.
5. Shareholder Proposal - Independent Board Shr Against For
Chairman.
6. Shareholder Proposal Regarding a Plastic Shr Against For
Packaging Report.
--------------------------------------------------------------------------------------------------------------------------
GENERAL MOTORS COMPANY Agenda Number: 935847561
--------------------------------------------------------------------------------------------------------------------------
Security: 37045V100
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: GM
ISIN: US37045V1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Aneel Bhusri Mgmt For For
1c. Election of Director: Wesley G. Bush Mgmt For For
1d. Election of Director: Joanne C. Crevoiserat Mgmt For For
1e. Election of Director: Linda R. Gooden Mgmt For For
1f. Election of Director: Joseph Jimenez Mgmt For For
1g. Election of Director: Jonathan McNeill Mgmt For For
1h. Election of Director: Judith A. Miscik Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Thomas M. Schoewe Mgmt For For
1k. Election of Director: Mark A. Tatum Mgmt For For
1l. Election of Director: Jan E. Tighe Mgmt For For
1m. Election of Director: Devin N. Wenig Mgmt For For
2. Ratification of the Selection of Ernst & Mgmt For For
Young LLP as the Company's Independent
Registered Public Accounting Firm for 2023.
3. Advisory Approval of Named Executive Mgmt For For
Officer Compensation.
4. Approval of Amendment No. 1 to the Mgmt For For
Company's 2020 Long-Term Incentive Plan.
5. Shareholder Proposal Requesting a Report on Shr Against For
the Company's Operations in China.
6. Shareholder Proposal Regarding Shareholder Shr Against For
Written Consent.
7. Shareholder Proposal Regarding Sustainable Shr Against For
Materials Procurement Targets.
--------------------------------------------------------------------------------------------------------------------------
GENESIS GROWTH TECH ACQUISITION CORP. Agenda Number: 935766026
--------------------------------------------------------------------------------------------------------------------------
Security: G3R23D102
Meeting Type: Special
Meeting Date: 22-Feb-2023
Ticker: GGAA
ISIN: KYG3R23D1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend Mgmt For For
GGAA's Amended and Restated Memorandum and
Articles of Association (the "Articles of
Association"), by way of special
resolution, pursuant to an amendment in the
form set forth on Annex A to the
accompanying proxy statement to extend the
date (the "Termination Date") by which GGAA
has to consummate a business combination
(the "Extension") from March 13, 2023
(which deadline was previously extended by
GGAA from December 13, 2022) to September
13, 2023.
2. Redemption Limitation Amendment Proposal: Mgmt For For
To amend, by way of special resolution, the
Articles of Association to allow GGAA to
delete: (i) the limitation on share
repurchases prior to the consummation of a
business combination; (ii) the limitation
that GGAA shall not consummate a business
combination if it would cause GGAA's net
tangible assets to be less than $5,000,001;
(iii) the limitation that GGAA shall not
redeem Public Shares (the "Redemption
Limitation Amendment Proposal").
3. Adjournment Proposal - To adjourn, by way Mgmt For For
of ordinary resolution, the Extraordinary
General Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Extraordinary General Meeting, there are
not sufficient votes to approve the
Extension Amendment Proposal or the
Redemption Limitation Amendment Proposal
(the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GIGCAPITAL5, INC. Agenda Number: 935711590
--------------------------------------------------------------------------------------------------------------------------
Security: 37519U208
Meeting Type: Special
Meeting Date: 23-Sep-2022
Ticker: GIAU
ISIN: US37519U2087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: Amend the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination six (6)
times for an additional one (1) month each
time, from September 28, 2022 to March 28,
2023 (i.e., for a period of time ending 18
months from the consummation of its initial
public offering), provided that the Sponsor
(or its designees) must deposit into the
Trust Account for each one- month extension
funds equal to $160,000.
2. Trust Amendment: Amend the Company's Mgmt For For
investment management trust agreement,
dated as of September 23, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, allowing the
Company to (a) extend the Combination
Period six (6) times for an additional one
(1) month each time from September 28, 2022
to March 28, 2023 by depositing into the
Trust Account for each one-month extension,
the sum of $160,000.
--------------------------------------------------------------------------------------------------------------------------
GIGINTERNATIONAL1, INC. Agenda Number: 935698615
--------------------------------------------------------------------------------------------------------------------------
Security: 37518W205
Meeting Type: Special
Meeting Date: 19-Aug-2022
Ticker: GIWWU
ISIN: US37518W2052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: Amend the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination six (6)
times for an additional one (1) month each
time, from August 21, 2022 to February 21,
2023 (i.e., for a period of time ending 21
months from the consummation of its initial
public offering).
2. Trust Amendment: Amend the Company's Mgmt For For
investment management trust agreement,
dated as of May 18, 2021, by and between
the Company and Continental Stock Transfer
& Trust Company, allowing the Company to
extend the Combination Period six (6) times
for an additional one (1) month each time
from August 21, 2022 to February 21, 2023
by depositing into the Trust Account for
each one-month extension the lesser of:
$200,000 or $0.05 per share multiplied by
the number of public shares then
outstanding.
--------------------------------------------------------------------------------------------------------------------------
GILEAD SCIENCES, INC. Agenda Number: 935788438
--------------------------------------------------------------------------------------------------------------------------
Security: 375558103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: GILD
ISIN: US3755581036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacqueline K. Barton, Mgmt For For
Ph.D.
1b. Election of Director: Jeffrey A. Bluestone, Mgmt For For
Ph.D.
1c. Election of Director: Sandra J. Horning, Mgmt For For
M.D.
1d. Election of Director: Kelly A. Kramer Mgmt For For
1e. Election of Director: Kevin E. Lofton Mgmt For For
1f. Election of Director: Harish Manwani Mgmt For For
1g. Election of Director: Daniel P. O'Day Mgmt For For
1h. Election of Director: Javier J. Rodriguez Mgmt For For
1i. Election of Director: Anthony Welters Mgmt For For
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers as presented in the Proxy
Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory stockholder
votes on executive compensation.
5. To approve an amendment and restatement of Mgmt For For
the Gilead Sciences, Inc. Employee Stock
Purchase Plan and the Gilead Sciences, Inc.
International Employee Stock Purchase Plan.
6. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board implement a process to
nominate at least one more candidate than
the number of directors to be elected.
7. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting the Board amend the company
governing documents to give street name
shares and non-street name shares an equal
right to call a special stockholder
meeting.
8. To vote on a stockholder proposal, if Shr Against For
properly presented at the meeting,
requesting a report on a process by which
the impact of extended patent exclusivities
on product access would be considered in
deciding whether to apply for secondary and
tertiary patents.
--------------------------------------------------------------------------------------------------------------------------
GLENFARNE MERGER CORP. Agenda Number: 935743662
--------------------------------------------------------------------------------------------------------------------------
Security: 378579106
Meeting Type: Special
Meeting Date: 12-Dec-2022
Ticker: GGMC
ISIN: US3785791068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To adopt an Mgmt For For
amendment to our amended and restated
certificate of incorporation in the form
attached to the accompanying proxy
statement as Annex A to (i) change the date
by which we must consummate our initial
business combination from March 23, 2023
(the "Original Termination Date") to the
time and date immediately following the
filing of such amendment with the Secretary
of State of the State of Delaware, or the
Accelerated Termination Date, (ii) remove
the ...(due to space limits, see proxy
material for full proposal).
2. Trust Amendment Proposal: To amend our Mgmt For For
investment management trust agreement,
dated March 15, 2021, with Continental
Stock Transfer & Trust Company, as trustee
pursuant to an amendment in the form
attached to the accompanying proxy
statement as Annex B, to change the date on
which the trustee must commence liquidation
of the trust account established in
connection with our initial public offering
to the time and date immediately following
the Accelerated Termination Date.
3. Adjournment Proposal: To approve one or Mgmt For For
more adjournments of the meeting from time
to time, if necessary or appropriate (as
determined by our board of directors or the
chairperson of the meeting), including to
solicit additional proxies to vote in favor
of the other items of business identified
above, in the event that there are
insufficient votes at the time of the
meeting to establish a quorum or approve
the first and second items of business
identified above.
--------------------------------------------------------------------------------------------------------------------------
GLOBAL PAYMENTS INC. Agenda Number: 935777093
--------------------------------------------------------------------------------------------------------------------------
Security: 37940X102
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: GPN
ISIN: US37940X1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: F. Thaddeus Arroyo Mgmt For For
1b. Election of Director: Robert H.B. Baldwin, Mgmt For For
Jr.
1c. Election of Director: John G. Bruno Mgmt For For
1d. Election of Director: Joia M. Johnson Mgmt For For
1e. Election of Director: Ruth Ann Marshall Mgmt For For
1f. Election of Director: Connie D. McDaniel Mgmt For For
1g. Election of Director: Joseph H. Osnoss Mgmt For For
1h. Election of Director: William B. Plummer Mgmt For For
1i. Election of Director: Jeffrey S. Sloan Mgmt For For
1j. Election of Director: John T. Turner Mgmt For For
1k. Election of Director: M. Troy Woods Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers for 2022.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the year ending
December 31, 2023.
5. Advisory shareholder proposal on Shr For Against
shareholder ratification of termination
pay.
--------------------------------------------------------------------------------------------------------------------------
GLOBAL SYSTEM DYNAMICS, INC. Agenda Number: 935758447
--------------------------------------------------------------------------------------------------------------------------
Security: 37653T108
Meeting Type: Special
Meeting Date: 31-Jan-2023
Ticker: GSD
ISIN: US37653T1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend, upon the
request of DarkPulse, Inc. and approval by
the Company's Board of Directors, the
period of time for the Company to complete
a business combination up to six times,
each by an additional month, for an
aggregate of six additional months (i.e.
from February 9, 2023 to August 9, 2023) or
such earlier date as determined by the
Board of Directors, which we refer to as
the "Extension Amendment Proposal."
2. Adjournment Proposal - Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal, which we
refer to as the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
GLOBAL TECHNOLOGY ACQUISITION CORP. I Agenda Number: 935805222
--------------------------------------------------------------------------------------------------------------------------
Security: G3934N107
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: GTAC
ISIN: KYG3934N1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - a proposal, by Mgmt For For
special resolution, to amend and restate
the Company's Amended and Restated
Memorandum and Articles of Association
pursuant to an amended and restated charter
in the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (an
"initial business combination"), (2) cease
its operations ...(due to space limits, see
proxy material for full proposal).
2. The Adjournment Proposal - a proposal, by Mgmt For For
ordinary resolution, to approve the
adjournment of the Extraordinary General
Meeting to a later date or dates, if
necessary or convenient, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal (the
"Adjournment Proposal"), which will only be
presented at the Extraordinary General
Meeting if, based on the tabulated votes,
there are not ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
GOGREEN INVESTMENTS CORPORATION Agenda Number: 935894483
--------------------------------------------------------------------------------------------------------------------------
Security: G9461B101
Meeting Type: Special
Meeting Date: 29-Jun-2023
Ticker: GOGN
ISIN: KYG9461B1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal: To Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and adopt
the business combination described in the
proxy statement/prospectus, which proposal
shall include approval of each of (a) the
merger of GoGreen into Aqua Merger Sub, a
Cayman Islands exempted company ("Merger
Sub") and wholly owned direct subsidiary of
Lifezone Metals Limited, an Isle of Man
company ("Lifezone Metals"), with Merger
Sub surviving the merger and ...(due to
space limits, see proxy material for full
proposal).
2. The Merger Proposal: To consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the Plan of Merger
(made in accordance with the provisions of
Section 233 of the Cayman Companies Act and
included as Annex B to the proxy
statement/prospectus) and to authorize the
Merger of GoGreen with and into Merger Sub
with Merger Sub surviving the Merger.
3. The Adjournment Proposal: To consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates,
to be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for
vote.
--------------------------------------------------------------------------------------------------------------------------
GOLDEN ARROW MERGER CORP. Agenda Number: 935745135
--------------------------------------------------------------------------------------------------------------------------
Security: 380799106
Meeting Type: Special
Meeting Date: 16-Dec-2022
Ticker: GAMC
ISIN: US3807991068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To amend Mgmt For For
(the "Charter Amendment") the Company's
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional twelve months, from March 19,
2023 to March 19, 2024 or such earlier date
as determined by the Company's board of
directors (such later date, the "Extended
Date").
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated as of March 16, 2021, by and between
the Company and Continental Stock Transfer
& Trust Company, to provide for the
Extension to the Extended Date pursuant to
the Charter Amendment.
3. The Adjournment Proposal: To direct the Mgmt For For
chairman of the special meeting to adjourn
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
special meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the Board determines
before the special meeting that it is not
necessary or no longer desirable to proceed
with the Charter Amendment Proposal and the
Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
GOLDEN ARROW MERGER CORP. Agenda Number: 935769351
--------------------------------------------------------------------------------------------------------------------------
Security: 380799106
Meeting Type: Special
Meeting Date: 15-Mar-2023
Ticker: GAMC
ISIN: US3807991068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - To amend Mgmt For For
(the "Charter Amendment") the Company's
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional nine months, from March 19, 2023
to December 19, 2023 or such earlier date
as determined by the Company's board of
directors (such later date, the "Extended
Date").
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated as of March 16, 2021, by and between
the Company and Continental Stock Transfer
& Trust Company, to provide for the
Extension to the Extended Date pursuant to
the Charter Amendment.
3. The Adjournment Proposal - To direct the Mgmt For For
chairman of the special meeting to adjourn
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
special meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the Board determines
before the special meeting that it is not
necessary or no longer desirable to proceed
with the Charter Amendment Proposal and the
Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
GORES HOLDINGS VII, INC. Agenda Number: 935745111
--------------------------------------------------------------------------------------------------------------------------
Security: 38286T200
Meeting Type: Special
Meeting Date: 15-Dec-2022
Ticker: GSEVU
ISIN: US38286T2006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend the Company's Amended and Restated Mgmt For For
Certificate of Incorporation (the
"Charter") by adopting an amendment to the
Charter in the form set forth in Annex A of
the proxy statement (the "Charter
Amendment") to accelerate the date by which
the Company must cease all operations,
except for the purpose of winding up, if it
fails to complete a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination with one or more
businesses, from ...(due to space limits,
see proxy material for full proposal).
2. To amend the Investment Management Trust Mgmt For For
Agreement, dated February 25, 2021 (the
"Trust Agreement"), by and between the
Company and Computershare Trust Company,
N.A., as trustee ("Computershare"),
pursuant to an amendment to the Trust
Agreement in the form set forth in Annex B
of the proxy statement, to change the date
on which Computershare must commence
liquidation of the trust account
established in connection with the
Company's initial public offering to the
Amended Termination Date (the "Trust
Amendment Proposal")
3. To allow the chairman of the Special Mgmt For For
Meeting to adjourn the Special Meeting to a
later date or dates, if necessary, for the
absence of a quorum, to solicit additional
proxies from Company stockholders to
approve the Charter Amendment Proposal
and/or the Trust Amendment Proposal or to
ensure that any supplement or amendment to
the accompanying proxy statement/prospectus
is timely provided to Company stockholders
--------------------------------------------------------------------------------------------------------------------------
GROUP NINE ACQUISITION CORP. Agenda Number: 935746113
--------------------------------------------------------------------------------------------------------------------------
Security: 39947R203
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: GNACU
ISIN: US39947R2031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Amendment Proposal - To amend the Mgmt For For
Company's Amended & Restated Certificate of
Incorporation (the "Charter") in the form
set forth in Annex A of the accompanying
proxy statement to (A) amend the date by
which the Company must either (i)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination with one or more
businesses, which we refer to as our
initial Business Combination, or (ii) cease
all operations.
2. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposal or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GSR II METEORA ACQUISITION CORP. Agenda Number: 935864214
--------------------------------------------------------------------------------------------------------------------------
Security: 36263W105
Meeting Type: Special
Meeting Date: 25-May-2023
Ticker: GSRM
ISIN: US36263W1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt For For
proposal to amend PubCo's amended and
restated certificate of incorporation (the
"Charter") pursuant to an amendment to the
Charter in the form set forth in Annex A to
the accompanying Proxy Statement (the
"Extension Amendment" and such proposal,
the "Extension Amendment Proposal") to
extend the date (the "Extension") by which
PubCo must (1) effect a merger, common
stock exchange, asset acquisition, stock
purchase, reorganization or other ...(due
to space limits, see proxy material for
full proposal).
2. Trust Amendment Proposal - A proposal to Mgmt For For
amend the Investment Management Trust
Agreement, dated February 24, 2022, by and
between PubCo and Continental Stock
Transfer & Trust Company, a New York
limited purpose trust company, as trustee
("Continental" and such agreement, the
"Trust Agreement") pursuant to an amendment
in the form set forth in Annex B of the
accompanying proxy statement, to change the
initial date on which Continental must
commence liquidation of the trust account
...(due to space limits, see proxy material
for full proposal).
3. The Adjournment Proposal - A proposal to Mgmt For For
adjourn the Special Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve the Extension Amendment
Proposal or the Trust Amendment Proposal
(the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GX ACQUISITION CORP. II Agenda Number: 935749145
--------------------------------------------------------------------------------------------------------------------------
Security: 36260F105
Meeting Type: Annual
Meeting Date: 28-Dec-2022
Ticker: GXII
ISIN: US36260F1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Election of Class I Director to serve until Mgmt For For
the annual meeting of stockholders of the
Company to be held in 2025 or until a
successor is elected and qualified or his
earlier resignation or removal: Hillel
Weinberger
2. Auditor Ratification Proposal: Ratification Mgmt For For
of the selection of Marcum LLP by the audit
committee of the Company's board of
directors to serve as the Company's
independent registered public accounting
firm for the year ending December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
GX ACQUISITION CORP. II Agenda Number: 935765997
--------------------------------------------------------------------------------------------------------------------------
Security: 36260F105
Meeting Type: Special
Meeting Date: 15-Mar-2023
Ticker: GXII
ISIN: US36260F1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt the Business Combination
Agreement, dated September 25, 2022 (as may
be amended from time to time, the "Business
Combination Agreement"), by and among GX,
NioCorp Developments Ltd., a company
organized under the laws of the Province of
British Columbia ("NioCorp"), and Big Red
Merger Sub Ltd, a Delaware Corp. and a
direct wholly owned subsidiary of NioCorp
("Merger Sub"), and the transactions
contemplated thereby, pursuant to which,
among other transactions.
2) The Charter Amendment Proposal - To Mgmt For For
consider and vote upon a proposal to
approve the amendment to the current
Amended and Restated Certificate of
Incorporation of GX (the "GX Existing
Charter"), as of immediately prior to the
effective time of the First Merger, to
remove the automatic conversion of GX
Founder Shares into GX Class A Shares (such
amendment, the "GX Charter Amendment").
3) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal to
increase the number of authorized shares of
GX Class A Shares and GX Founder Shares
("Proposal No. 3").
4) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal to
increase the number of authorized shares of
preferred stock of GX ("Proposal No. 4").
5) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal to
declassify the board of directors from
three classes to one class ("Proposal No.
5").
6) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal to provide
for the election or removal of directors
only upon the vote of holders of GX Class A
Shares ("Proposal No. 6").
7) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal to require
the affirmative vote, approval or consent
of the holders of a majority of the GX
Founder Shares then held by Exchanging
Shareholders voting as a separate class, to
amend, alter, change or repeal any
provision of GX Proposed Charter which
affects rights, preferences.
8) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal to
eliminate certain provisions related to the
consummation of an initial business
combination that will no longer be relevant
following the Closing (such as Article IX,
which sets forth various provisions related
to our operations as a blank check company
prior to the consummation of an initial
business combination, including with
respect to redemptions and the trust
account) ("Proposal No. 8").
9) To approve the following material Mgmt For For
differences in the proposed updated Amended
and Restated Certificate of Incorporation:
a non-binding, advisory proposal,
conditioned upon the approval of Proposals
No. 3 through No. 8, to approve the GX
Proposed Charter as a whole, which includes
the approval of all other changes in the GX
Proposed Charter that will replace the GX
Existing Charter, as amended by the GX
Charter Amendment, as of the Closing
("Proposal No. 9" and together with
Proposals No. 3 through No. 8, the "Charter
Proposal").
10) The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to adjourn the special
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the special
meeting, there are not sufficient votes to
approve one or more proposals presented to
stockholders for a vote.
--------------------------------------------------------------------------------------------------------------------------
GX ACQUISITION CORP. II Agenda Number: 935766088
--------------------------------------------------------------------------------------------------------------------------
Security: 36260F105
Meeting Type: Special
Meeting Date: 20-Mar-2023
Ticker: GXII
ISIN: US36260F1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional three months, from March 22,
2023 (the "Current Termination Date") to
June 22, 2023 (the "Extended Termination
Date") ("Proposal 1").
2. Adjourn the special meeting to a later date Mgmt For For
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1.
--------------------------------------------------------------------------------------------------------------------------
HAWKS ACQUISITION CORP Agenda Number: 935791207
--------------------------------------------------------------------------------------------------------------------------
Security: 42032P108
Meeting Type: Special
Meeting Date: 06-Apr-2023
Ticker: HWKZ
ISIN: US42032P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - To amend Mgmt For For
the amended and restated certificate of
incorporation (the "Certificate of
Incorporation") of Hawks Acquisition Corp
("Hawks") to extend the date by which Hawks
has to consummate a business combination
(the "Extension") from April 13, 2023 to
December 13, 2023, or such earlier date as
the Board may determine (the "Extension
Amendment Proposal").
2) The Founder Shares Amendment Proposal - To Mgmt For For
amend the Certificate of Incorporation in
the form set forth in Annex B to the
accompanying proxy statement (the "Founder
Shares Amendment Proposal" and, together
with the Extension Amendment Proposal, the
"Charter Amendment Proposals").
3A) The Advisory Charter Proposal - To provide Mgmt For For
for the right of a holder of Hawks' Class B
common stock, par value $0.0001 per share
(the "Class B Common Stock"), to convert
their shares of Class B Common Stock into
shares of Hawks' Class A common stock, par
value $0.0001 per share, on a one-to-one
basis at any time and from time to time at
the election of the holder.
3B) The Advisory Charter Proposal - To provide Mgmt For For
that the provision in the Certificate of
Incorporation granting holders of shares of
Class B Common Stock the exclusive right to
elect and remove any director shall no
longer apply when there are no shares of
Class B Common Stock outstanding.
4) The Adjournment Proposal - To adjourn the Mgmt For For
special meeting of Hawks stockholders to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, at the time of the special
meeting, there are not sufficient votes to
approve the Charter Amendment Proposals or
if Hawks determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
HCA HEALTHCARE, INC. Agenda Number: 935776902
--------------------------------------------------------------------------------------------------------------------------
Security: 40412C101
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HCA
ISIN: US40412C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas F. Frist III Mgmt For For
1b. Election of Director: Samuel N. Hazen Mgmt For For
1c. Election of Director: Meg G. Crofton Mgmt For For
1d. Election of Director: Robert J. Dennis Mgmt For For
1e. Election of Director: Nancy-Ann DeParle Mgmt For For
1f. Election of Director: William R. Frist Mgmt For For
1g. Election of Director: Hugh F. Johnston Mgmt For For
1h. Election of Director: Michael W. Michelson Mgmt For For
1i. Election of Director: Wayne J. Riley, M.D. Mgmt For For
1j. Election of Director: Andrea B. Smith Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. To approve the HCA Healthcare, Inc. 2023 Mgmt For For
Employee Stock Purchase Plan.
4. Advisory vote to approve named executive Mgmt For For
officer compensation.
5. Stockholder proposal, if properly presented Shr Against For
at the meeting, regarding political
spending disclosure.
6. Stockholder proposal, if properly presented Shr Against For
at the meeting, regarding amendment to
Patient Safety and Quality of Care
Committee charter.
--------------------------------------------------------------------------------------------------------------------------
HCM ACQUISITION CORP. Agenda Number: 935747949
--------------------------------------------------------------------------------------------------------------------------
Security: G4365A101
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: HCMA
ISIN: KYG4365A1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal by Mgmt For For
special resolution, to amend the Company's
amended and restated memorandum and
articles of association (our "Amended and
Restated Memorandum and Articles of
Association") to extend the date by which
the Company must consummate a business
combination (the "Extension") from April
25, 2023 to October 25, 2023 (the "Extended
Date" and such proposal, the "Extension
Amendment Proposal").
2. Trust Amendment Proposal: To approve, by Mgmt For For
the affirmative vote of at least sixty-five
percent (65%) of the outstanding Class A
Ordinary Shares and Class B Ordinary
Shares, voting together as a single class,
the amendment of the Investment Management
Trust Agreement, dated January 20, 2022, by
and between the Company and Continental
Stock Transfer & Trust Company, to reflect
the Extension (this proposal, the "Trust
Amendment Proposal" and together with the
Extension Amendment Proposal, the
"Proposals").
3. Adjournment Proposal: To approve, by Mgmt For For
ordinary resolution, the adjournment of the
Extraordinary Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Proposals or if we determine
that additional time is necessary to
effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
HCM ACQUISITION CORP. Agenda Number: 935805361
--------------------------------------------------------------------------------------------------------------------------
Security: G4365A101
Meeting Type: Special
Meeting Date: 19-Apr-2023
Ticker: HCMA
ISIN: KYG4365A1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal by special resolution, to amend Mgmt For For
the Company's articles of association (our
"Amended and Restated Memorandum and
Articles of Association") to extend date by
which the Company must consummate a
business combination ("Extension") from
April 25, 2023 (the "Original Termination
Date") to May 25, 2023 ("Extended Date"),
with option to elect to extend the date to
consummate a business combination on a
monthly basis for up to eight times by an
additional month each time after May 25,
2023, without another shareholder vote.
2. A proposal to approve by the affirmative Mgmt For For
vote of at least sixty- five percent (65%)
of the outstanding Class A Ordinary Shares
and Class B Ordinary Shares, voting
together as a single class, the amendment
of the Investment Management Trust
Agreement, dated January 20, 2022 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, to reflect the Extension
(the "Trust Amendment" and such proposal,
the "Trust Amendment Proposal" and,
together with the Extension Amendment
Proposal, the "Proposals").
3. A proposal by ordinary resolution, to Mgmt For For
approve the adjournment of the
Extraordinary Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Proposals or if we determine
that additional time is necessary to
effectuate the Extension (the "Adjournment
Proposal"). The Adjournment Proposal will
only be presented at the Extraordinary
Meeting if there are not sufficient votes
for, or otherwise in connection with, the
approval of the Proposals.
--------------------------------------------------------------------------------------------------------------------------
HEALTHCARE AI ACQUISITION CORP Agenda Number: 935883113
--------------------------------------------------------------------------------------------------------------------------
Security: G4373K109
Meeting Type: Special
Meeting Date: 09-Jun-2023
Ticker: HAIA
ISIN: KYG4373K1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To Mgmt For For
approve, as a special resolution, an
amendment to HEALTHCARE AI's Amended and
Restated Memorandum of Association and
Articles of Association (as may be amended
from time to time, together, the "Articles
of Association") as provided by the first
resolution in the form set forth in Annex A
to the accompanying proxy statement, to
give the Company the right to extend, by
resolution of the Board, date by which it
has to consummate a business combination up
to twelve times for an additional one month
each time.
2. The NTA Requirement Amendment Proposal - To Mgmt For For
approve, as a special resolution, as
provided in the second resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to remove
from the Articles of Association the
limitation that that HEALTHCARE AI may not
redeem Public Shares (as defined below) to
the extent that such redemption would
result in HEALTHCARE AI having net tangible
assets (as determined in accordance with
Rule 3a51-1(g) (1) of the Securities
Exchange Act of 1934, as amended).
3. The Founder Share Amendment Proposal - To Mgmt For For
approve, as a special resolution, as
provided in the third resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to provide
for the right of a holder of the Company's
Class B ordinary shares, par value $0.0001
per share, to convert into Class A ordinary
shares, par value $0.0001 per share, of the
Company on a one- for-one basis at any time
and from time to time prior to the closing
of a business combination at the election
of the holder.
4. The Letter Agreement Amendment Proposal - Mgmt For For
To approve, as an ordinary resolution, an
amendment to the Letter Agreement, to allow
the holders of the Class B Ordinary Shares,
to directly or indirectly, transfer their
Class B Ordinary Shares to a third party
prior to the expiration of the applicable
lock-up period. A copy of the Amendment is
attached to the proxy statement as Annex B.
5. The Adjournment Proposal - To approve, as Mgmt For For
an ordinary resolution, the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, (i) to
permit further solicitation there are not
sufficient votes to approve the Extension
Amendment Proposal, the NTA Requirement
Amendment, the Founder Share Amendment
Proposal or the Letter Agreement Amendment
Proposal, or (ii) where the board of
directors of the Company has determined
that it is otherwise necessary.
--------------------------------------------------------------------------------------------------------------------------
HEALTHCARE TRUST OF AMERICA, INC. Agenda Number: 935680492
--------------------------------------------------------------------------------------------------------------------------
Security: 42225P501
Meeting Type: Special
Meeting Date: 15-Jul-2022
Ticker: HTA
ISIN: US42225P5017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Company Issuance Proposal. To approve the Mgmt For For
issuance of shares of class A common stock,
$0.01 par value per share ("Company Common
Stock"), of Healthcare Trust of America,
Inc. (the "Company"), pursuant to the
Agreement and Plan of Merger, dated as of
February 28, 2022, by and among the
Company, Healthcare Trust of America
Holdings, LP, Healthcare Realty Trust
Incorporated, and HR Acquisition 2, LLC
(the "Merger").
2. Company Golden Parachute Proposal. To Mgmt For For
approve, in a non-binding advisory vote,
the "golden parachute" compensation that
may become vested and payable to the
Company's named executive officers in
connection with the Merger.
3. Company Adjournment Proposal. To approve Mgmt For For
one or more adjournments of the Company
Special Meeting to another date, time,
place, or format, if necessary or
appropriate, including to solicit
additional proxies in favor of the proposal
to approve the issuance of shares of
Company Common Stock in connection with the
Merger.
--------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 935809117
--------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HES
ISIN: US42809H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: T.J. CHECKI
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L.S.
COLEMAN, JR.
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L. GLATCH
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.B. HESS
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: E.E.
HOLIDAY
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: M.S.
LIPSCHULTZ
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: R.J.
MCGUIRE
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: D. MCMANUS
1i. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.O. MEYERS
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.F.
OVELMEN
1k. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.H.
QUIGLEY
1l. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: W.G.
SCHRADER
2. Advisory approval of the compensation of Mgmt For For
our named executive officers.
3. Advisory approval on the frequency of Mgmt 1 Year For
voting on executive compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accountants for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HOME PLATE ACQUISITION CORPORATION Agenda Number: 935783111
--------------------------------------------------------------------------------------------------------------------------
Security: 43734R103
Meeting Type: Special
Meeting Date: 30-Mar-2023
Ticker: HPLT
ISIN: US43734R1032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal to amend the Company's charter Mgmt For For
to extend the date by which the Company
must consummate a business combination from
April 4, 2023 (the date that is 18 months
from the closing date of the Company's IPO)
to October 4, 2023 (the date that is 24
months from the closing date of the IPO).
2. A proposal to amend the Trust Agreement, by Mgmt For For
and between the Company and the Trustee,
allowing the Company to extend the
Combination Period to the Extended Date.
3. A proposal to amend the Company's charter Mgmt For For
to provide holders of Class B common stock
of the Company the right to convert any and
all of their Class B common stock into
Class A common stock of the Company on a
one-for-one basis prior to the closing of a
business combination at the election of the
holder.
4. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal,
the Trust Amendment Proposal, or the
Founder Share Amendment Proposal or if we
determine that additional time is necessary
to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
HOME PLATE ACQUISITION CORPORATION Agenda Number: 935783111
--------------------------------------------------------------------------------------------------------------------------
Security: 43734R111
Meeting Type: Special
Meeting Date: 30-Mar-2023
Ticker: HPLTW
ISIN: US43734R1115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal to amend the Company's charter Mgmt For For
to extend the date by which the Company
must consummate a business combination from
April 4, 2023 (the date that is 18 months
from the closing date of the Company's IPO)
to October 4, 2023 (the date that is 24
months from the closing date of the IPO).
2. A proposal to amend the Trust Agreement, by Mgmt For For
and between the Company and the Trustee,
allowing the Company to extend the
Combination Period to the Extended Date.
3. A proposal to amend the Company's charter Mgmt For For
to provide holders of Class B common stock
of the Company the right to convert any and
all of their Class B common stock into
Class A common stock of the Company on a
one-for-one basis prior to the closing of a
business combination at the election of the
holder.
4. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal,
the Trust Amendment Proposal, or the
Founder Share Amendment Proposal or if we
determine that additional time is necessary
to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HORIZON THERAPEUTICS PLC Agenda Number: 935761622
--------------------------------------------------------------------------------------------------------------------------
Security: G46188101
Meeting Type: Special
Meeting Date: 24-Feb-2023
Ticker: HZNP
ISIN: IE00BQPVQZ61
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Ordinary Resolution to approve the Scheme Mgmt For For
of Arrangement and authorize the directors
of Horizon to take all such actions as they
consider necessary or appropriate for
carrying the Scheme of Arrangement into
effect.
2. Special Resolution to amend the articles of Mgmt For For
association of Horizon so that any Horizon
Shares that are issued on or after the
Voting Record Time to persons other than
Acquirer Sub or its nominee(s) will either
be subject to the terms of the Scheme of
Arrangement or be immediately and
automatically acquired by Acquirer Sub
and/or its nominee(s) for the Scheme
Consideration.
3. Ordinary Resolution to approve, on a Mgmt For For
non-binding, advisory basis, specified
compensatory arrangements between Horizon
and its named executive officers relating
to the Transaction.
4. Ordinary Resolution to approve any motion Mgmt For For
by the Chairman to adjourn the EGM or any
adjournments thereof, to solicit additional
proxies in favor of the approval of the
resolutions if there are insufficient votes
at the time of the EGM to approve
resolutions 1 and 2.
--------------------------------------------------------------------------------------------------------------------------
HORIZON THERAPEUTICS PLC Agenda Number: 935761634
--------------------------------------------------------------------------------------------------------------------------
Security: G46188111
Meeting Type: Special
Meeting Date: 24-Feb-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. That the Scheme of Arrangement in its Mgmt For For
original form or with or subject to any
modification(s), addition(s) or
condition(s) approved or imposed by the
Irish High Court be agreed to.
--------------------------------------------------------------------------------------------------------------------------
HP INC. Agenda Number: 935775429
--------------------------------------------------------------------------------------------------------------------------
Security: 40434L105
Meeting Type: Annual
Meeting Date: 24-Apr-2023
Ticker: HPQ
ISIN: US40434L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Aida M. Alvarez Mgmt For For
1b. Election of Director: Shumeet Banerji Mgmt For For
1c. Election of Director: Robert R. Bennett Mgmt For For
1d. Election of Director: Charles V. Bergh Mgmt For For
1e. Election of Director: Bruce Broussard Mgmt For For
1f. Election of Director: Stacy Brown-Philpot Mgmt For For
1g. Election of Director: Stephanie A. Burns Mgmt For For
1h. Election of Director: Mary Anne Citrino Mgmt For For
1i. Election of Director: Richard Clemmer Mgmt For For
1j. Election of Director: Enrique Lores Mgmt For For
1k. Election of Director: Judith Miscik Mgmt For For
1l. Election of Director: Kim K.W. Rucker Mgmt For For
1m. Election of Director: Subra Suresh Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as HP Inc.'s independent registered
public accounting firm for the fiscal year
ending October 31, 2023
3. To approve, on an advisory basis, HP Inc.'s Mgmt For For
named executive officer compensation
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future votes to approve, on an
advisory basis, HP Inc.'s named executive
officer compensation
5. Stockholder proposal requesting Shr Against For
stockholders' right to act by written
consent, if properly presented at the
annual meeting
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
IAA, INC. Agenda Number: 935766785
--------------------------------------------------------------------------------------------------------------------------
Security: 449253103
Meeting Type: Special
Meeting Date: 14-Mar-2023
Ticker: IAA
ISIN: US4492531037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. IAA Merger Proposal: To adopt the Agreement Mgmt For For
and Plan of Merger and Reorganization,
dated as of November 7, 2022 (as amended,
the "merger agreement"), by and among
Ritchie Bros. Auctioneers Incorporated,
Ritchie Bros. Holdings Inc., Impala Merger
Sub I, LLC, Impala Merger Sub II, LLC and
IAA, Inc. ("IAA"), and thereby approve the
transactions contemplated by the merger
agreement.
2. IAA Compensation Proposal: To approve, on a Mgmt For For
non-binding advisory basis, the
compensation that may be paid or become
payable to named executive officers of IAA
that is based on or otherwise relates to
the merger agreement and the transactions
contemplated by the merger agreement.
3. IAA Adjournment Proposal: To approve the Mgmt For For
adjournment of the IAA special meeting, if
necessary or appropriate, to solicit
additional proxies if there are
insufficient votes at the time of the IAA
special meeting to approve the IAA merger
proposal.
--------------------------------------------------------------------------------------------------------------------------
ICONIC SPORTS ACQUISITION CORP. Agenda Number: 935828939
--------------------------------------------------------------------------------------------------------------------------
Security: G4712C107
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: ICNC
ISIN: KYG4712C1078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution that: a)
Article 169 of Iconic Sports' Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
169: "(a) In the event that the Company
does not consummate a Business Combination
by the later of: (I) eighteen (18) months
after the closing of the IPO (or twenty-one
(21) months (comprising one three (3) month
extension) from the consummation ...(due to
space limits, see proxy material for full
proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - RESOLVED, as a special
resolution that: a) Article 163(b) of
Iconic Sports' Amended and Restated
Memorandum and Articles of Association be
deleted in its entirety and replaced with
the following new Article 163(b): "provide
Members with the opportunity to have their
Shares repurchased by means of a tender
offer for a per- Share repurchase price
payable in cash, equal to the aggregate
amount then on deposit in the Trust Fund,
calculated as of two ...(due to space
limits, see proxy material for full
proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value $0.0001 per share (the "Public
Shares"), and Class B ordinary shares, par
value $0.0001 per share, in the capital of
Iconic Sports represented (either in person
or by ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ILLINOIS TOOL WORKS INC. Agenda Number: 935779035
--------------------------------------------------------------------------------------------------------------------------
Security: 452308109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ITW
ISIN: US4523081093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Susan Crown Mgmt For For
1c. Election of Director: Darrell L. Ford Mgmt For For
1d. Election of Director: Kelly J. Grier Mgmt For For
1e. Election of Director: James W. Griffith Mgmt For For
1f. Election of Director: Jay L. Henderson Mgmt For For
1g. Election of Director: Richard H. Lenny Mgmt For For
1h. Election of Director: E. Scott Santi Mgmt For For
1i. Election of Director: David B. Smith, Jr. Mgmt For For
1j. Election of Director: Pamela B. Strobel Mgmt For For
2. Advisory vote to approve compensation of Mgmt For For
ITW's named executive officers.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on compensation of named
executive officers.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as ITW's independent
registered public accounting firm for 2023.
5. A non-binding stockholder proposal, if Shr Against For
properly presented at the meeting, for an
Independent Board Chairman.
--------------------------------------------------------------------------------------------------------------------------
INDUSTRIAL TECH ACQUISITIONS II, INC. Agenda Number: 935796942
--------------------------------------------------------------------------------------------------------------------------
Security: 45635R108
Meeting Type: Special
Meeting Date: 10-Apr-2023
Ticker: ITAQ
ISIN: US45635R1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from April 14, 2023 to
December 14, 2023 (or such earlier date as
determined by the Board).
2. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal
1.
--------------------------------------------------------------------------------------------------------------------------
INFINT ACQUISITION CORPORATION Agenda Number: 935732520
--------------------------------------------------------------------------------------------------------------------------
Security: G47862100
Meeting Type: Special
Meeting Date: 22-Nov-2022
Ticker: IFIN
ISIN: KYG478621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - Amend the Mgmt For For
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement.
2. The Adjournment Proposal - Approve the Mgmt For For
adjournment of the Extraordinary General
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Proposal 1, which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of the
Extraordinary General Meeting to approve
Proposal 1.
--------------------------------------------------------------------------------------------------------------------------
INFINT ACQUISITION CORPORATION Agenda Number: 935732520
--------------------------------------------------------------------------------------------------------------------------
Security: G47862126
Meeting Type: Special
Meeting Date: 22-Nov-2022
Ticker: IFINWS
ISIN: KYG478621264
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - Amend the Mgmt For For
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement.
2. The Adjournment Proposal - Approve the Mgmt For For
adjournment of the Extraordinary General
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Proposal 1, which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of the
Extraordinary General Meeting to approve
Proposal 1.
--------------------------------------------------------------------------------------------------------------------------
INFINT ACQUISITION CORPORATION Agenda Number: 935761963
--------------------------------------------------------------------------------------------------------------------------
Security: G47862100
Meeting Type: Special
Meeting Date: 14-Feb-2023
Ticker: IFIN
ISIN: KYG478621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - Amend the Mgmt For For
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, amalgamation, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination, which we refer to as
our initial business combination, (2) cease
its operations ...(due to space limits,see
proxy material for full proposal).
2. The Adjournment Proposal - Approve the Mgmt For For
adjournment of the Extraordinary General
Meeting (the "Extraordinary General
Meeting") to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
...(due to space limits,see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
INFLECTION POINT ACQUISITION CORP. Agenda Number: 935762408
--------------------------------------------------------------------------------------------------------------------------
Security: G47874121
Meeting Type: Special
Meeting Date: 08-Feb-2023
Ticker: IPAX
ISIN: KYG478741211
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve, by ordinary resolution, the
Business Combination Agreement, dated as of
September 16, 2022 (as the same may be
amended, the "Business Combination
Agreement"), by and between Inflection
Point Acquisition Corp. ("Inflection
Point") and Intuitive Machines, LLC, a
Texas limited liability company ("Intuitive
Machines" and, subsequent to the Business
Combination, "Intuitive Machines OpCo"),
pursuant to which, ...(due to space limits,
see proxy material for full proposal).
2. The Domestication Proposal - To consider Mgmt For For
and vote upon a proposal to approve, by
special resolution, a change in the
corporate structure and domicile of
Inflection Point, which will be
accomplished by continuation of Inflection
Point from an exempted company incorporated
in accordance with the laws of the Cayman
Islands to a corporation incorporated under
the laws of the State of Delaware (the
"Domestication"). The Domestication will be
effected at least one day prior to the
Closing by ...(due to space limits, see
proxy material for full proposal).
3. The Stock Issuance Proposal - To consider Mgmt For For
and vote upon a proposal to approve, by
ordinary resolution, for purposes of
complying with the applicable provisions of
Nasdaq Listing Rules 5635(a) and (b), the
issuance of New Intuitive Machines Common
Stock and securities convertible into or
exercisable for New Intuitive Machines
Common Stock (i) to the Series A Investors
pursuant to the Series A Investment (each
as defined in the accompanying proxy
statement/ prospectus), (ii) to the
Intuitive ...(due to space limits, see
proxy material for full proposal).
4. Organizational Documents Proposal - To Mgmt For For
consider and vote upon a proposal to
approve, by special resolution, the
Proposed Certificate of Incorporation and
the proposed new by-laws (the "Proposed
By-Laws" and, together with the Proposed
Certificate of Incorporation, the "Proposed
Organizational Documents") of New Intuitive
Machines in connection with the Business
Combination. We refer to this proposal as
the "Organizational Documents Proposal".
The form of each of the Proposed ...(due to
space limits, see proxy material for full
proposal).
5a. Advisory Organizational Documents Proposal Mgmt For For
5A - Under the Proposed Organizational
Documents, New Intuitive Machines would be
authorized to issue (A) 500,000,000 shares
of Class A common stock, par value $0.0001
per share ("New Intuitive Machines Class A
Common Stock"), (B) 100,000,000 shares of
Class B common stock, par value $0.0001 per
share ("New Intuitive Machines Class B
Common Stock"), (C) 100,000,000 shares of
Class C common stock, par value $0.0001 per
share ("New Intuitive Machines ...(due to
space limits, see proxy material for full
proposal).
5b. Advisory Organizational Documents Proposal Mgmt For For
5B - The Proposed Organizational Documents
would authorize a multi-class common stock
structure pursuant to which the holders of
New Intuitive Machines Class A Common Stock
and New Intuitive Machines Class B Common
Stock will be entitled to one vote per
share and holders of New Intuitive Machines
Class C Common Stock will be entitled to
three votes per share.
5c. Advisory Organizational Documents Proposal Mgmt For For
5C - The Proposed Organizational Documents
would adopt a provision providing that each
outstanding share of New Intuitive Machines
Class C Common Stock shall automatically
convert into one share of New Intuitive
Machines Class B Common Stock upon the
earliest to occur of (i) the date that is
seven years from the effectiveness of the
Proposed Certificate of Incorporation and
(ii) the first date when the Permitted
Class C Owners (as defined in the ...(due
to space limits, see proxy material for
full proposal).
5d. Advisory Organizational Documents Proposal Mgmt For For
5D - The Proposed Organizational Documents
would adopt (a) Delaware as the exclusive
forum for certain stockholder litigation
and (b) the federal district courts of the
United States of America as the exclusive
forum for the resolution of any complaint
asserting a cause of action arising under
the Securities Act of 1933, as amended.
5e. Advisory Organizational Documents Proposal Mgmt For For
5E - The Proposed Certificate of
Incorporation would require the affirmative
vote of at least two-thirds of the total
voting power of all then- outstanding
shares of New Intuitive Machines to amend,
alter, repeal or rescind any provision of
the Proposed Certificate of Incorporation,
other than Articles I (Name), II
(Registered Address), and III (Nature of
Business), which would require the
affirmative vote of a majority of the total
voting power of all then-outstanding shares
of New Intuitive Machines.
5f. Advisory Organizational Documents Proposal Mgmt For For
5F - The Proposed Organizational Documents
would permit the removal of a director only
for cause and only by the affirmative vote
of the holders of a majority of at least
two-thirds of the total voting power of all
then-outstanding shares of New Intuitive
Machines.
5g. Advisory Organizational Documents Proposal Mgmt For For
5G - The Proposed Organizational Documents
would provide that for so long as New
Intuitive Machines qualifies as a
controlled company under applicable Nasdaq
rules, any action required or permitted to
be taken by the holders of a majority of at
least two-thirds of the total voting power
of all then-outstanding shares of New
Intuitive Machines may be taken without a
meeting if signed by the holders having not
less than the minimum number of votes
...(due to space limits, see proxy material
for full proposal).
6. The Incentive Plan Proposal - To consider Mgmt For For
and vote upon a proposal to approve, by
ordinary resolution, the New Intuitive
Machines Incentive Plan. We refer to this
proposal as the "Incentive Plan Proposal."
7. DIRECTOR
Lt Gen William Liquori Mgmt For For
Robert Masson Mgmt For For
Michael Blitzer Mgmt For For
Stephen Altemus Mgmt For For
Dr. Kamal Ghaffarian Mgmt For For
8. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution the adjournment of the
extraordinary general meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with the
approval of one or more proposals at the
extraordinary general meeting. We refer to
this proposal as the "Adjournment
Proposal."
--------------------------------------------------------------------------------------------------------------------------
INNOVATIVE INTERNATIONAL ACQ CORP. Agenda Number: 935755732
--------------------------------------------------------------------------------------------------------------------------
Security: G4809M117
Meeting Type: Special
Meeting Date: 19-Jan-2023
Ticker: IOACU
ISIN: KYG4809M1179
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt For For
special resolution to extend the date by
which the Company must consummate an
initial business combination up to six (6)
times for an additional one (1) month each
time from January 29, 2023 to July 29, 2023
by amending the Company's Amended and
Restated Memorandum and Articles of
Association in the form of amendment set
forth in Annex A to the accompanying proxy
statement.
2. The Trust Agreement Amendment Proposal - An Mgmt For For
ordinary resolution to, with the approval
of the affirmative vote of holders of at
least 65% of the issued and outstanding
ordinary shares of the Company, enter into
the Amendment No. 1 to the Investment
Management Trust Agreement by and between
the Company and American Stock Transfer &
Trust Company, LLC, a New York limited
liability company, in the form set forth in
Annex B to the accompanying proxy
statement.
3. The Adjournment Proposal - An ordinary Mgmt For For
resolution to adjourn the extraordinary
general meeting of shareholders to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the extraordinary general meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal and the
Trust Agreement Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
INSIGHT ACQUISITION CORP. Agenda Number: 935768246
--------------------------------------------------------------------------------------------------------------------------
Security: 45784L100
Meeting Type: Special
Meeting Date: 06-Mar-2023
Ticker: INAQ
ISIN: US45784L1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional one month, from March 7, 2023 to
April 7, 2023 (the "Extended Termination
Date") and thereafter, at the discretion of
the board of directors of the Company (the
"Board") and without a vote of the
stockholders, up to five (5) times for an
additional one month each time, for a total
of up to five additional months to
September 7, 2023.
2. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to eliminate from the Charter
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51-1(g)(1) of the
Exchange Act of less than $5,000,001 in
order to allow the Company to redeem public
shares irrespective of whether such
redemption would exceed the Redemption
Limitation.
3. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to provide for the right of a
holder of Class B common stock of the
Company, par value $0.0001 per share to
convert such shares into shares of Class A
Common Stock of the Company, par value
$0.0001 per share, on a one-for- one basis
prior to the closing of a business
combination at the election of the holder.
4. Adjourn the Special Meeting to a later date Mgmt For For
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 and Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
INTEGRAL ACQUISITION CORPORATION 1 Agenda Number: 935832863
--------------------------------------------------------------------------------------------------------------------------
Security: 45827K101
Meeting Type: Special
Meeting Date: 03-May-2023
Ticker: INTE
ISIN: US45827K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from May 5, 2023 to
November 3, 2023 or such earlier date as
determined by the Board in its sole
discretion.
2. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date, if necessary, (i) to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Meeting, there are
insufficient shares of Class A common stock
and Class B common stock represented
(either in person or by proxy) to
constitute a quorum necessary to conduct
business at the Meeting, the approval of
the Extension Amendment Proposal or (ii) if
holders of Class A common stock have
elected to redeem an amount of shares in
connection with the Extension Proposal.
--------------------------------------------------------------------------------------------------------------------------
INTEGRATED WELLNESS ACQUISITION CORP Agenda Number: 935865266
--------------------------------------------------------------------------------------------------------------------------
Security: G4828B100
Meeting Type: Special
Meeting Date: 02-Jun-2023
Ticker: WEL
ISIN: KYG4828B1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt For For
"RESOLVED, as a special resolution, that
subject to and conditional upon the Trust
Account having net tangible assets of at
least US$5,000,001 as at the date of this
special resolution and the approval of the
Liquidation Amendment Proposal, with effect
from the date that the directors of the
Company determine in their sole discretion,
the date by which the Company would be
required to consummate a business
combination be extended to December 13,
2023."
2) The Liquidation Amendment Proposal - Mgmt For For
"RESOLVED, as a special resolution, that
subject to and conditional upon the Trust
Account having net tangible assets of at
least US$5,000,001 as at the date of this
special resolution and the approval of the
Extension Amendment Proposal, with effect
from the date that the directors of the
Company determine in their sole discretion,
the board of directors of the Company, in
its sole discretion."
3) The Adjournment Proposal - In a Temporary Mgmt For For
Adjournment Scenario: "RESOLVED, as an
ordinary resolution, that the adjournment
of the general meeting to a later date or
dates to be determined by the chairman of
the general meeting to permit further
solicitation of proxies be confirmed,
adopted, approved and ratified in all
respects." Indefinite Adjournment Scenario:
"RESOLVED, as an ordinary resolution, that
the adjournment of the Meeting sine die be
confirmed, adopted, approved and ratified
in all respects."
--------------------------------------------------------------------------------------------------------------------------
INTEL CORPORATION Agenda Number: 935793631
--------------------------------------------------------------------------------------------------------------------------
Security: 458140100
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: INTC
ISIN: US4581401001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Patrick P. Gelsinger Mgmt For For
1b. Election of Director: James J. Goetz Mgmt For For
1c. Election of Director: Andrea J. Goldsmith Mgmt For For
1d. Election of Director: Alyssa H. Henry Mgmt For For
1e. Election of Director: Omar Ishrak Mgmt For For
1f. Election of Director: Risa Lavizzo-Mourey Mgmt For For
1g. Election of Director: Tsu-Jae King Liu Mgmt For For
1h. Election of Director: Barbara G. Novick Mgmt For For
1i. Election of Director: Gregory D. Smith Mgmt For For
1j. Election of Director: Lip-Bu Tan Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Ratification of selection of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for 2023.
3. Advisory vote to approve executive Mgmt For For
compensation of our named executive
officers.
4. Approval of amendment and restatement of Mgmt For For
the 2006 Equity Incentive Plan.
5. Advisory vote on the frequency of holding Mgmt 1 Year For
future advisory votes to approve executive
compensation of our named executive
officers.
6. Stockholder proposal requesting an Shr Against For
executive stock retention period policy and
reporting, if properly presented at the
meeting.
7. Stockholder proposal requesting commission Shr Against For
and publication of a third party review of
Intel's China business ESG congruence, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
INTELLIGENT MEDICINE ACQUISITION CORP. Agenda Number: 935760365
--------------------------------------------------------------------------------------------------------------------------
Security: 45828D106
Meeting Type: Special
Meeting Date: 08-Feb-2023
Ticker: IQMD
ISIN: US45828D1063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal to Mgmt For For
amend the Company's amended and restated
certificate of incorporation by allowing us
to extend ("Extension") the date by which
we have to consummate a business
combination for an additional seven months,
from Feb. 9, 23 (date which is fifteen (15)
months from the closing Date of our IPO of
our units (the "IPO") to Sep 9, 23,
("Extended Date"), or such earlier date as
determined by the Board, or, if it fails to
do so, cease its operations and redeem or
repurchase 100% of the shares of the
Company's common stock.
2. Trust Amendment Proposal: A proposal to Mgmt For For
amend the Investment Management Trust
Agreement, dated November 4, 2021, (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Company (the "Trustee"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement, to authorize
the Extension and its implementation by the
Company.
3. Adjournment Proposal: A proposal to approve Mgmt For For
the adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
forgoing proposals. This proposal will only
be presented at the Special Meeting if
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP. Agenda Number: 935775405
--------------------------------------------------------------------------------------------------------------------------
Security: 459200101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: IBM
ISIN: US4592001014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a Term of One Mgmt For For
Year: Thomas Buberl
1b. Election of Director for a Term of One Mgmt For For
Year: David N. Farr
1c. Election of Director for a Term of One Mgmt For For
Year: Alex Gorsky
1d. Election of Director for a Term of One Mgmt For For
Year: Michelle J. Howard
1e. Election of Director for a Term of One Mgmt For For
Year: Arvind Krishna
1f. Election of Director for a Term of One Mgmt For For
Year: Andrew N. Liveris
1g. Election of Director for a Term of One Mgmt For For
Year: F. William McNabb III
1h. Election of Director for a Term of One Mgmt For For
Year: Martha E. Pollack
1i. Election of Director for a Term of One Mgmt For For
Year: Joseph R. Swedish
1j. Election of Director for a Term of One Mgmt For For
Year: Peter R. Voser
1k. Election of Director for a Term of One Mgmt For For
Year: Frederick H. Waddell
1l. Election of Director for a Term of One Mgmt For For
Year: Alfred W. Zollar
2. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Advisory Vote Regarding the Frequency of Mgmt 1 Year For
the Advisory Vote on Executive
Compensation.
5. Stockholder Proposal to Have an Independent Shr Against For
Board Chairman.
6. Stockholder Proposal Requesting a Public Shr Against For
Report on Lobbying Activities.
7. Stockholder Proposal Requesting a Public Shr Against For
Report on Congruency in China Business
Operations and ESG Activities.
8. Stockholder Proposal Requesting a Public Shr Against For
Report on Harassment and Discrimination
Prevention Efforts.
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL FLAVORS & FRAGRANCES INC. Agenda Number: 935785470
--------------------------------------------------------------------------------------------------------------------------
Security: 459506101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: IFF
ISIN: US4595061015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Kathryn J. Boor
1b. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Barry A. Bruno
1c. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Frank K. Clyburn, Jr.
1d. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Mark J. Costa
1e. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Carol Anthony (John) Davidson
1f. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Roger W. Ferguson, Jr.
1g. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: John F. Ferraro
1h. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Christina Gold
1i. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Gary Hu
1j. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Kevin O'Byrne
1k. Election of Director for a one-year term Mgmt For For
expiring at the 2024 Annual Meeting of
Shareholders: Dawn C. Willoughby
2. Ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the 2023 fiscal year.
3. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers in 2022.
4. Vote, on an advisory basis, on the Mgmt 1 Year For
frequency of votes on executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
INTUITIVE SURGICAL, INC. Agenda Number: 935779744
--------------------------------------------------------------------------------------------------------------------------
Security: 46120E602
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: ISRG
ISIN: US46120E6023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig H. Barratt, Mgmt For For
Ph.D.
1b. Election of Director: Joseph C. Beery Mgmt For For
1c. Election of Director: Gary S. Guthart, Mgmt For For
Ph.D.
1d. Election of Director: Amal M. Johnson Mgmt For For
1e. Election of Director: Don R. Kania, Ph.D. Mgmt For For
1f. Election of Director: Amy L. Ladd, M.D. Mgmt For For
1g. Election of Director: Keith R. Leonard, Jr. Mgmt For For
1h. Election of Director: Alan J. Levy, Ph.D. Mgmt For For
1i. Election of Director: Jami Dover Nachtsheim Mgmt For For
1j. Election of Director: Monica P. Reed, M.D. Mgmt For For
1k. Election of Director: Mark J. Rubash Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation of the Company's Named
Executive Officers
3. To approve, by advisory vote, the frequency Mgmt 1 Year For
of the advisory vote on the compensation of
the Company's Named Executive Officers.
4. The ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
5. The stockholder proposal regarding pay Shr Against For
equity disclosure.
--------------------------------------------------------------------------------------------------------------------------
INVESTCORP EUROPE ACQUISITION CORP. I Agenda Number: 935774376
--------------------------------------------------------------------------------------------------------------------------
Security: G4923T105
Meeting Type: Special
Meeting Date: 14-Mar-2023
Ticker: IVCB
ISIN: KYG4923T1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE EXTENSION AMENDMENT PROPOSAL - TO Mgmt For For
APPROVE, AS A SPECIAL RESOLUTION, THE
AMENDMENT OF THE COMPANY'S AMENDED AND
RESTATED MEMORANDUM AND ARTICLES OF
ASSOCIATION (THE "ARTICLES") TO EXTEND THE
DATE BY WHICH THE COMPANY MUST (1)
CONSUMMATE A MERGER, SHARE EXCHANGE, ASSET
ACQUISITION, SHARE PURCHASE, REORGANIZATION
OR SIMILAR BUSINESS COMBINATION WITH ONE OR
MORE BUSINESSES OR ENTITIES FROM MARCH 17,
2023 TO DECEMBER 17, 2023.
2. THE EXTENSION AMENDMENT PROPOSAL - TO Mgmt For For
APPROVE, AS A SPECIAL RESOLUTION, THE
AMENDMENT OF THE ARTICLES TO ELIMINATE FROM
THE ARTICLES THE LIMITATION THAT THE
COMPANY SHALL NOT REDEEM PUBLIC SHARES TO
THE EXTENT THAT SUCH REDEMPTION WOULD CAUSE
THE COMPANY'S NET TANGIBLE ASSETS TO BE
LESS THAN $5,000,001.
3. THE ADJOURNMENT PROPOSAL - TO APPROVE, AS Mgmt For For
AN ORDINARY RESOLUTION, THE ADJOURNMENT OF
THE EXTRAORDINARY GENERAL MEETING TO A
LATER DATE OR DATES OR INDEFINITELY, IF
NECESSARY OR CONVENIENT, EITHER (X) TO
PERMIT FURTHER SOLICITATION AND VOTE OF
PROXIES IN THE EVENT THAT THERE ARE
INSUFFICIENT VOTES FOR, OR OTHERWISE IN
CONNECTION WITH, THE APPROVAL OF ANY OF THE
FOREGOING PROPOSALS OR (Y)IF OUR BOARD
DETERMINES BEFORE THE EXTRAORDINARY GENERAL
MEETING THAT IT IS NOT NECESSARY OR NO
LONGER DESIRABLE TO PROCEED WITH THE OTHER
PROPOSALS.
--------------------------------------------------------------------------------------------------------------------------
IQVIA HOLDINGS INC. Agenda Number: 935769628
--------------------------------------------------------------------------------------------------------------------------
Security: 46266C105
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: IQV
ISIN: US46266C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carol J. Burt Mgmt For For
1b. Election of Director: Colleen A. Goggins Mgmt For For
1c. Election of Director: Sheila A. Stamps Mgmt For For
2. Approve an advisory (non-binding) Mgmt For For
resolution to approve IQVIA's executive
compensation (say-on-pay).
3. Approve a Company proposal to amend IQVIA's Mgmt For For
Certificate of Incorporation to adopt a
stockholders' right to request a special
stockholders' meeting.
4. If properly presented, a stockholder Shr Against For
proposal concerning special stockholder
meetings.
5. If properly presented, a stockholder Shr Against For
proposal for separate Chairman and Chief
Executive Officer roles.
6. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as IQVIA's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
IRIS ACQUISITION CORP. Agenda Number: 935745123
--------------------------------------------------------------------------------------------------------------------------
Security: 89601Y101
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: IRAA
ISIN: US89601Y1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - AMEND THE COMPANY'S Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO EXTEND THE DATE BY WHICH
THE COMPANY HAS TO CONSUMMATE A BUSINESS
COMBINATION TO JUNE 9, 2023 OR SUCH EARLIER
DATE AS DETERMINED BY THE BOARD OF
DIRECTORS (SUBJECT TO AN ADDITIONAL THREE
MONTH EXTENSION AT THE DISCRETION OF THE
COMPANY'S BOARD OF DIRECTORS).
2. ADJOURNMENT - ADJOURN THE SPECIAL MEETING Mgmt For For
TO A LATER DATE OR DATES, IF NECESSARY, TO
PERMIT FURTHER SOLICITATION AND VOTE OF
PROXIES IN THE EVENT THAT THERE ARE
INSUFFICIENT VOTES FOR, OR OTHERWISE IN
CONNECTION WITH, THE APPROVAL OF PROPOSAL
1.
--------------------------------------------------------------------------------------------------------------------------
IROBOT CORPORATION Agenda Number: 935817479
--------------------------------------------------------------------------------------------------------------------------
Security: 462726100
Meeting Type: Annual
Meeting Date: 26-May-2023
Ticker: IRBT
ISIN: US4627261005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director to serve for Mgmt For For
a three-year term: Karen Golz
1b. Election of Class III Director to serve for Mgmt For For
a three-year term: Andrew Miller
1c. Election of Class III Director to serve for Mgmt For For
a three-year term: Michelle Stacy
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for the current fiscal year.
3. Approve, on a non-binding, advisory basis, Mgmt For For
the compensation of our named executive
officers as disclosed in the Proxy
Statement.
4. Approve, on a non-binding, advisory basis, Mgmt 1 Year For
the frequency of future non-binding,
advisory votes on the compensation of our
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
IRONSOURCE LTD. Agenda Number: 935711069
--------------------------------------------------------------------------------------------------------------------------
Security: M5R75Y101
Meeting Type: Special
Meeting Date: 07-Oct-2022
Ticker: IS
ISIN: IL0011763799
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, pursuant to Section 320 of the Mgmt For For
Israeli Companies Law, 5759-1999 (which,
together with the regulations promulgated
thereunder, we refer to as the "Companies
Law"), the merger contemplated by Agreement
& Plan of Merger, dated July 13, 2022
(which, as it may be amended from time to
time, we refer to as the "merger
agreement"), by & among ironSource, Unity
Software Inc., a Delaware corporation
(which we refer to as "Unity") & Ursa Aroma
Merger Subsidiary Ltd. (which we refer to
as "Merger Sub"), a company formed under
laws of State of Israel.
1a. The undersigned confirms that he, she or it Mgmt Against
is not (X) (a) Unity, Merger Sub or any
person or entity holding, directly or
indirectly, 25% or more of voting power or
right to appoint the chief executive
officer or 25% or more of the directors of
Unity or Merger Sub, (b) a person or entity
acting on behalf of Unity, Merger Sub or a
person or entity described in clause (a)
above, or (c) a family member of, or an
entity controlled by, Unity, Merger Sub or
any of the foregoing (each, a "Unity
affiliated Mark "for" = yes or "against" =
no.
--------------------------------------------------------------------------------------------------------------------------
ITHAX ACQUISITION CORP. Agenda Number: 935684705
--------------------------------------------------------------------------------------------------------------------------
Security: G49775110
Meeting Type: Special
Meeting Date: 15-Jul-2022
Ticker: ITHXU
ISIN: KYG497751100
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal-RESOLVED, Mgmt For For
as an ordinary resolution, that ITHAX's
entry into (1) the Business Combination
Agreement, dated as of December 20, 2021
(as may be amended, supplemented or
otherwise modified from time to time, the
"Business Combination Agreement"), by and
among ITHAX, Ithax Merger Sub I, LLC, a
Delaware limited liability company and
wholly owned subsidiary of ITHAX ("First
Merger Sub"), Ithax Merger Sub II a
Delaware limited liability company and
wholly ...(due to space limits, see proxy
material for full proposal).
2. The Domestication Proposal-RESOLVED, as a Mgmt For For
special resolution, that (a) ITHAX be
transferred by way of continuation to
Delaware pursuant to Article 32 of the
amended and restated articles of
association of ITHAX, Part XII of the
Companies Act (As Revised) of the Cayman
Islands and Section 388 of the General
Corporation Law of the State of Delaware
and, immediately upon being de- registered
in the Cayman Islands, ITHAX be continued
and domesticated as a corporation under the
laws of the State of ...(due to space
limits, see proxy material for full
proposal).
3. The Proposed Charter and Bylaws Mgmt For For
Proposal-RESOLVED, as a special resolution,
that the Interim Charter of ITHAX to be in
effect upon the Domestication (a copy of
which is attached to the proxy
statement/prospectus as Annex I) be
replaced in its entirety with the Proposed
Charter and Proposed Bylaws of New Mondee
(copies of which are attached to the proxy
statement/prospectus as Annex B and Annex
C, respectively), which be approved as the
amended and restated certificate of
incorporation and the bylaws of New Mondee,
effective at the First Effective Time.
4a. Advisory Governing Documents Proposal Mgmt For For
A-RESOLVED, as a non- binding advisory
resolution that the change in the
authorized share capital of ITHAX, first
(a) upon the Domestication, from (i)
US$111,000 divided into 100,000,000 Class A
ordinary shares of US$0.001 each,
10,000,000 Class B ordinary shares of
US$0.001 and 1,000,000 preference shares of
US$0.001 each, to (ii) US$111,000 divided
into 100,000,000 shares of Class A common
stock, par value $0.0001 per share ("New
Mondee Common Stock"), ...(due to space
limits, see proxy material for full
proposal).
4b. Advisory Governing Documents Proposal Mgmt For For
B-RESOLVED, as a non- binding advisory
resolution that the authorization to the
New Mondee Board to issue any or all shares
of New Mondee Preferred Stock in one or
more classes or series, with such terms and
conditions as may be expressly determined
by the New Mondee Board and as may be
permitted by the DGCL be approved.
4c. Advisory Governing Documents Proposal Mgmt For For
C-RESOLVED, as a non- binding advisory
resolution that the removal of the ability
of New Mondee stockholders to take action
by written consent in lieu of a meeting
provided, however that the holders of New
Mondee Preferred Stock may take action by
written consent to the extent provided by
the Certificate of Designation with respect
to the New Mondee Preferred Stock, be
approved.
4d. Advisory Governing Documents Proposal Mgmt For For
D-RESOLVED, as a non- binding advisory
resolution that the replacement of the
Existing Governing Documents be approved
and that all other changes necessary or, as
mutually agreed in good faith by ITHAX and
Mondee, desirable in connection with the
replacement of Existing Governing Documents
with the Proposed Charter and Proposed
Bylaws (copies of which are attached to the
proxy statement/prospectus as Annex B and
Annex C, respectively) as ...(due to space
limits, see proxy material for full
proposal).
4e. Advisory Governing Documents Proposal Mgmt For For
E-RESOLVED, as a non- binding advisory
resolution that the election of New Mondee
to not be governed by Section 203 of the
DGCL and limiting certain corporate
takeovers by interested stockholders be
approved.
5. The Nasdaq Proposal-RESOLVED, as an Mgmt For For
ordinary resolution, that for the purposes
of complying with the applicable provisions
of Nasdaq Listing Rule 5635, the issuance
of 7,000,000 shares of New Mondee Common
Stock in the PIPE Financing be approved and
adopted in all respects.
7. The Equity Incentive Plan Mgmt For For
Proposal-RESOLVED, as an ordinary
resolution, that the New Mondee 2022 Equity
Incentive Plan, a copy of which is attached
to the proxy statement/prospectus as Annex
D, be adopted and approved.
8. The Equity Stock Purchase Plan Mgmt For For
Proposal-RESOLVED, as an ordinary
resolution, that the New Mondee Employee
Stock Purchase Plan, a copy of which is
attached to the proxy statement/prospectus
as Annex E, be adopted and approved.
9. The Adjournment Proposal-RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the extraordinary general meeting to a
later date or dates (A) to solicit
additional proxies for the purpose of
obtaining approval by the ITHAX
shareholders of each of the proposals
necessary to consummate the transactions
contemplated by the Business Combination
Agreement, (B) for the absence of a quorum
or (C) if the holders of the Class A
ordinary shares have elected to redeem a
number of Class ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
IX ACQUISITION CORP. Agenda Number: 935805359
--------------------------------------------------------------------------------------------------------------------------
Security: G5000D103
Meeting Type: Special
Meeting Date: 10-Apr-2023
Ticker: IXAQ
ISIN: KYG5000D1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Proposal - as a special Mgmt For For
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which the
Company must consummate a merger, share
exchange asset acquisition, share purchase,
reorganization or similar business
combination (a "business combination") from
April 12, 2023 (the "Current Outside Date")
to May 12, 2023 (the "Extended Date").
2) The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend the Charter pursuant to an amendment
to the Charter in the form set forth in
Annex B of the accompanying proxy statement
to eliminate (i) the limitation that the
Company may not redeem public shares in an
amount that would cause the Company's net
tangible assets to be less than $5,000,001
and (ii) the limitation that the Company
shall not consummate a business combination
unless the Company has net tangible assets.
3) The Founder Share Amendment Proposal - as a Mgmt For For
special resolution, to amend the Charter
pursuant to an amendment to the Charter in
the form set forth in Annex C of the
accompanying proxy statement to provide for
the right of a holder of the Company's
Class B ordinary shares, par value $0.0001
per share (the "Class B Ordinary Shares"),
to convert into Class A ordinary shares,
par value $0.0001 per share, of Company
("Class A Shares" or "public shares") on a
one-for-one basis at any time and from time
to time prior to the closing of a business
combination.
4) The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, (i) to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, the
Redemption Limitation Amendment Proposal or
the Founder Share Amendment Proposal or if
we otherwise determine that additional time
is necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
JACK HENRY & ASSOCIATES, INC. Agenda Number: 935719863
--------------------------------------------------------------------------------------------------------------------------
Security: 426281101
Meeting Type: Annual
Meeting Date: 15-Nov-2022
Ticker: JKHY
ISIN: US4262811015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: D. Foss Mgmt For For
1.2 Election of Director: M. Flanigan Mgmt For For
1.3 Election of Director: T. Wilson Mgmt For For
1.4 Election of Director: J. Fiegel Mgmt For For
1.5 Election of Director: T. Wimsett Mgmt For For
1.6 Election of Director: L. Kelly Mgmt For For
1.7 Election of Director: S. Miyashiro Mgmt For For
1.8 Election of Director: W. Brown Mgmt For For
1.9 Election of Director: C. Campbell Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
3. To ratify the selection of the Company's Mgmt For For
independent registered public accounting
firm.
--------------------------------------------------------------------------------------------------------------------------
JAWS HURRICANE ACQUISITION CORPORATION Agenda Number: 935877451
--------------------------------------------------------------------------------------------------------------------------
Security: 47201B103
Meeting Type: Special
Meeting Date: 08-Jun-2023
Ticker: HCNE
ISIN: US47201B1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date (the
"Termination Date") by which the Company
has to consummate an initial business
combination from June 15, 2023 (the
"Original Termination Date") to June 15,
2024 (the "Charter Extension Date"), unless
the closing of a Business Combination shall
have occurred prior thereto, or such
earlier date as is determined by the board
of directors of the Company (the "Board" to
be in the best interests of the Company.
2. To amend the Company's Certificate of Mgmt For For
Incorporation to eliminate from the
Certificate of Incorporation the limitation
that the Company may not redeem Public
Stock (as defined below) to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51- 1(g)(1) of
the Securities Exchange Act of 1934, as
amended) of less than $5,000,001 (the
"Redemption Limitation") in order to allow
the Company to redeem Public Stock
irrespective of whether such redemption
would exceed the Redemption Limitation.
3. Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement (the
"Trust Agreement"), dated June 15, 2021, by
and between the Company and Continental
Stock Transfer & Trust Company, as trustee
("Continental"), to extend the date on
which Continental must liquidate the Trust
Account (the "Trust Account") established
in connection with the Company's initial
public offering ("IPO") if the Company has
not completed its initial business
combination, from June 15, 2023 to June 15,
2024.
4. To adjourn the Stockholder Meeting to a Mgmt For For
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if (i) based upon the tabulated
vote at the time of the Stockholder
Meeting, there are insufficient shares of
Class A common stock, par value $0.0001 per
share, and Class B common stock, par value
$0.0001 per share in the capital of the
Company. (ii) the holders of Public Stock
have elected to redeem an amount of shares
in connection with the Stockholder Meeting.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 935776813
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Darius Adamczyk Mgmt For For
1b. Election of Director: Mary C. Beckerle Mgmt For For
1c. Election of Director: D. Scott Davis Mgmt For For
1d. Election of Director: Jennifer A. Doudna Mgmt For For
1e. Election of Director: Joaquin Duato Mgmt For For
1f. Election of Director: Marillyn A. Hewson Mgmt For For
1g. Election of Director: Paula A. Johnson Mgmt For For
1h. Election of Director: Hubert Joly Mgmt For For
1I. Election of Director: Mark B. McClellan Mgmt For For
1j. Election of Director: Anne M. Mulcahy Mgmt For For
1k. Election of Director: Mark A. Weinberger Mgmt For For
1l. Election of Director: Nadja Y. West Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
3. Advisory Vote on the Frequency of Voting to Mgmt 1 Year For
Approve Named Executive Officer
Compensation
4. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
5. Proposal Withdrawn (Federal Securities Laws Shr Against
Mandatory Arbitration Bylaw)
6. Vaccine Pricing Report Shr Against For
7. Executive Compensation Adjustment Policy Shr Against For
8. Impact of Extended Patent Exclusivities on Shr Against For
Product Access
--------------------------------------------------------------------------------------------------------------------------
JOHNSON CONTROLS INTERNATIONAL PLC Agenda Number: 935759590
--------------------------------------------------------------------------------------------------------------------------
Security: G51502105
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: JCI
ISIN: IE00BY7QL619
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Jean
Blackwell
1b. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Pierre
Cohade
1c. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Michael E.
Daniels
1d. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: W. Roy
Dunbar
1e. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Gretchen R.
Haggerty
1f. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Ayesha
Khanna
1g. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Simone
Menne
1h. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: George R.
Oliver
1i. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Jurgen
Tinggren
1j. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: Mark
Vergnano
1k. Election of Director for a period of one Mgmt For For
year, expiring at the end of the Company's
Annual General Meeting in 2024: John D.
Young
2.a To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent auditors of the Company.
2.b To authorize the Audit Committee of the Mgmt For For
Board of Directors to set the auditors'
remuneration.
3. To authorize the Company and/or any Mgmt For For
subsidiary of the Company to make market
purchases of Company shares.
4. To determine the price range at which the Mgmt For For
Company can re-allot shares that it holds
as treasury shares (Special Resolution).
5. To approve, in a non-binding advisory vote, Mgmt For For
the compensation of the named executive
officers.
6. To approve, in a non-binding advisory vote, Mgmt 1 Year For
the frequency of the non-binding advisory
vote on the compensation of the named
executive officers.
7. To approve the Directors' authority to Mgmt For For
allot shares up to approximately 20% of
issued share capital.
8. To approve the waiver of statutory Mgmt For For
preemption rights with respect to up to 5%
of the issued share capital (Special
Resolution).
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
JUNIPER II CORP. Agenda Number: 935834831
--------------------------------------------------------------------------------------------------------------------------
Security: 48203N103
Meeting Type: Special
Meeting Date: 02-May-2023
Ticker: JUN
ISIN: US48203N1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 The Extension Amendment Proposal - to Mgmt For For
approve the amendment of the Company's
amended and restated certificate of
incorporation (the "Certificate") pursuant
to amendments to the Certificate in the
form set forth in paragraphs 5, 6 and 8 of
Annex A to the accompanying Proxy Statement
(such amendments, collectively, the
"Extension Amendment" and, such proposal,
the "Extension Amendment Proposal") to
extend the date by which the Company must
(1) consummate an initial merger, capital
stock exchange, ...(due to space limits,
see proxy material for full proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - to approve the amendment of the
Certificate pursuant to amendments to the
Certificate in the form set forth in
paragraphs 7, 9, 10 and 11 of Annex A to
the accompanying Proxy Statement to
eliminate from the Certificate the
limitation that the Company may not redeem
public shares to the extent that such
redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51-1(g)(1) of the
Securities ...(due to space limits, see
proxy material for full proposal).
3. The Auditor Ratification Proposal - to Mgmt For For
approve and ratify the appointment of
Marcum LLP, as the Company's independent
accountants for the fiscal years ended
December 31, 2021 and December 31, 2022 and
ending December 31, 2023.
4. The Adjournment Proposal - to approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, (to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of proposal
Nos. 1, 2, and 3.
--------------------------------------------------------------------------------------------------------------------------
KELLOGG COMPANY Agenda Number: 935773540
--------------------------------------------------------------------------------------------------------------------------
Security: 487836108
Meeting Type: Annual
Meeting Date: 28-Apr-2023
Ticker: K
ISIN: US4878361082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director (term expires 2026): Mgmt For For
Stephanie Burns
1b. Election of Director (term expires 2026): Mgmt For For
Steve Cahillane
1c. Election of Director (term expires 2026): Mgmt For For
La June Montgomery Tabron
2. Advisory resolution to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Kellogg's
independent registered public accounting
firm for fiscal year 2023.
5. Shareowner proposal requesting a civil Shr Against For
rights, nondiscrimination and return to
merits audit, if properly presented at the
meeting.
6. Shareowner proposal requesting additional Shr Against For
reporting on pay equity disclosure, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
KIMBERLY-CLARK CORPORATION Agenda Number: 935770140
--------------------------------------------------------------------------------------------------------------------------
Security: 494368103
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: KMB
ISIN: US4943681035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Sylvia M. Burwell
1b. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: John W. Culver
1c. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Michael D. Hsu
1d. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Mae C. Jemison, M.D.
1e. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: S. Todd Maclin
1f. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Deirdre A. Mahlan
1g. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Sherilyn S. McCoy
1h. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Christa S. Quarles
1i. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Jaime A. Ramirez
1j. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Dunia A. Shive
1k. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Mark T. Smucker
1l. Election of Director for a term expire at Mgmt For For
2024 Annual Meeting: Michael D. White
2. Ratification of Auditor. Mgmt For For
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation.
--------------------------------------------------------------------------------------------------------------------------
KINDER MORGAN, INC. Agenda Number: 935785759
--------------------------------------------------------------------------------------------------------------------------
Security: 49456B101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: KMI
ISIN: US49456B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one year term Mgmt For For
expiring in 2024: Richard D. Kinder
1b. Election of Director for a one year term Mgmt For For
expiring in 2024: Steven J. Kean
1c. Election of Director for a one year term Mgmt For For
expiring in 2024: Kimberly A. Dang
1d. Election of Director for a one year term Mgmt For For
expiring in 2024: Ted A. Gardner
1e. Election of Director for a one year term Mgmt For For
expiring in 2024: Anthony W. Hall, Jr.
1f. Election of Director for a one year term Mgmt For For
expiring in 2024: Gary L. Hultquist
1g. Election of Director for a one year term Mgmt For For
expiring in 2024: Ronald L. Kuehn, Jr.
1h. Election of Director for a one year term Mgmt For For
expiring in 2024: Deborah A. Macdonald
1i. Election of Director for a one year term Mgmt For For
expiring in 2024: Michael C. Morgan
1j. Election of Director for a one year term Mgmt For For
expiring in 2024: Arthur C. Reichstetter
1k. Election of Director for a one year term Mgmt For For
expiring in 2024: C. Park Shaper
1l. Election of Director for a one year term Mgmt For For
expiring in 2024: William A. Smith
1m. Election of Director for a one year term Mgmt For For
expiring in 2024: Joel V. Staff
1n. Election of Director for a one year term Mgmt For For
expiring in 2024: Robert F. Vagt
2. Approval of an Amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
limit the liability of certain officers of
the company as permitted by recent
amendments to the General Corporation Law
of the State of Delaware
3. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023
4. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers, as disclosed in the Proxy
Statement
--------------------------------------------------------------------------------------------------------------------------
L3HARRIS TECHNOLOGIES INC. Agenda Number: 935775532
--------------------------------------------------------------------------------------------------------------------------
Security: 502431109
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: LHX
ISIN: US5024311095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Sallie B. Bailey
1b. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Peter W. Chiarelli
1c. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Thomas A. Dattilo
1d. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Roger B. Fradin
1e. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Joanna L. Geraghty
1f. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Harry B. Harris,
Jr.
1g. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Lewis Hay III
1h. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christopher E.
Kubasik
1i. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Rita S. Lane
1j. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Robert B. Millard
1k. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Edward A. Rice,
Jr.
1l. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christina L.
Zamarro
2. Approval, in an Advisory Vote, of the Mgmt For For
Compensation of Named Executive Officers as
Disclosed in the Proxy Statement
3. Approval, in an Advisory Vote, of the Mgmt 1 Year For
Frequency of Future Shareholder Votes
Regarding the Compensation of Named
Executive Officers
4. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Independent Registered Public
Accounting Firm for Fiscal Year 2023
5. Shareholder Proposal titled "Transparency Shr Against For
in Regard to Lobbying"
--------------------------------------------------------------------------------------------------------------------------
LABORATORY CORP. OF AMERICA HOLDINGS Agenda Number: 935798972
--------------------------------------------------------------------------------------------------------------------------
Security: 50540R409
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: LH
ISIN: US50540R4092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kerrii B. Anderson Mgmt For For
1b. Election of Director: Jean-Luc Belingard Mgmt For For
1c. Election of Director: Jeffrey A. Davis Mgmt For For
1d. Election of Director: D. Gary Gilliland, Mgmt For For
M.D., Ph.D.
1e. Election of Director: Kirsten M. Kliphouse Mgmt For For
1f. Election of Director: Garheng Kong, M.D., Mgmt For For
Ph.D.
1g. Election of Director: Peter M. Neupert Mgmt For For
1h. Election of Director: Richelle P. Parham Mgmt For For
1i. Election of Director: Adam H. Schechter Mgmt For For
1j. Election of Director: Kathryn E. Wengel Mgmt For For
1k. Election of Director: R. Sanders Williams, Mgmt For For
M.D.
2. To approve, by non-binding vote, executive Mgmt For For
compensation.
3. To recommend by non-binding vote, the Mgmt 1 Year For
frequency of future non- binding votes on
executive compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
and Touche LLP as Laboratory Corporation of
America Holdings' independent registered
public accounting firm for the year ending
December 31, 2023.
5. Shareholder proposal relating to a policy Shr Against For
regarding separation of the roles of Board
Chairman and Chief Executive Officer.
6. Shareholder proposal regarding a Board Shr Against For
report on transport of nonhuman primates
within the U.S.
7. Shareholder proposal regarding a Board Shr Against For
report on known risks of fulfilling
information requests and mitigation
strategies.
--------------------------------------------------------------------------------------------------------------------------
LAM RESEARCH CORPORATION Agenda Number: 935711728
--------------------------------------------------------------------------------------------------------------------------
Security: 512807108
Meeting Type: Annual
Meeting Date: 08-Nov-2022
Ticker: LRCX
ISIN: US5128071082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sohail U. Ahmed Mgmt For For
1b. Election of Director: Timothy M. Archer Mgmt For For
1c. Election of Director: Eric K. Brandt Mgmt For For
1d. Election of Director: Michael R. Cannon Mgmt For For
1e. Election of Director: Bethany J. Mayer Mgmt For For
1f. Election of Director: Jyoti K. Mehra Mgmt For For
1g. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1h. Election of Director: Lih Shyng (Rick L.) Mgmt For For
Tsai
1i. Election of Director: Leslie F. Varon Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the named executive officers of Lam
Research, or "Say on Pay."
3. Ratification of the appointment of the Mgmt For For
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
LAMF GLOBAL VENTURES CORP I Agenda Number: 935855948
--------------------------------------------------------------------------------------------------------------------------
Security: G5338L108
Meeting Type: Special
Meeting Date: 11-May-2023
Ticker: LGVC
ISIN: KYG5338L1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Proposal - as a special Mgmt For For
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which the
Company must consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination (a "business
combination") from May 16, 2023 (the
"Current Outside ...(due to space limits,
see proxy material for full proposal).
2) The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend the Charter pursuant to an amendment
to the Charter in the form set forth in
Annex B of the accompanying proxy statement
to eliminate (i) the limitation that the
Company may not redeem public shares in an
amount that would cause the Company's net
tangible assets to be less than $5,000,001
and (ii) the limitation that the Company
shall not consummate a business combination
unless the Company has net tangible assets
...(due to space limits, see proxy material
for full proposal).
3) The Founder Share Amendment Proposal - as a Mgmt For For
special resolution, to amend the Charter
pursuant to an amendment to the Charter in
the form set forth in Annex C of the
accompanying proxy statement to provide for
the right of a holder of the Company's
Class B ordinary shares, par value $0.0001
per share (the "Class B Ordinary Shares"),
to convert into Class A ordinary shares,
par value $0.0001 per share, of the Company
(the "Class A Ordinary Shares" or "public
shares") on a one-for-one basis ...(due to
space limits, see proxy material for full
proposal).
4) The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, (i) to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, the
Redemption Limitation Amendment Proposal or
the Founder Share Amendment Proposal, or if
we otherwise determine that additional time
is necessary ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
LATAMGROWTH SPAC Agenda Number: 935802834
--------------------------------------------------------------------------------------------------------------------------
Security: G5380L105
Meeting Type: Special
Meeting Date: 13-Apr-2023
Ticker: LATG
ISIN: KYG5380L1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE EXTENSION AMENDMENT PROPOSAL - TO Mgmt For For
APPROVE, AS A SPECIAL RESOLUTION, THE
AMENDMENT OF THE COMPANY'S AMENDED AND
RESTATED MEMORANDUM AND ARTICLES OF
ASSOCIATION (THE "ARTICLES") TO EXTEND THE
DATE BY WHICH THE COMPANY MUST CONSUMMATE A
MERGER, SHARE EXCHANGE, ASSET ACQUISITION,
SHARE PURCHASE, REORGANIZATION OR SIMILAR
BUSINESS COMBINATION WITH ONE OR MORE
BUSINESSES OR ENTITIES FROM APRIL 27, 2023
TO NOVEMBER 27, 2023.
2. THE TRUST AMENDMENT PROPOSAL - TO APPROVE, Mgmt For For
AS A SPECIAL RESOLUTION, THE AMENDMENT OF
THE INVESTMENT MANAGEMENT TRUST AGREEMENT
DATED JANUARY 24, 2022 BY AND BETWEEN THE
COMPANY AND CONTINENTAL STOCK TRANSFER &
TRUST COMPANY (THE "TRUSTEE") TO ALLOW THE
COMPANY TO EXTEND ON A MONTH TO MONTH BASIS
THE DATE ON WHICH THE TRUSTEE MUST
LIQUIDATE THE TRUST ACCOUNT ESTABLISHED BY
THE COMPANY IN CONNECTION WITH THE IPO (THE
"TRUST ACCOUNT") IF THE COMPANY HAS NOT
COMPLETED ITS INITIAL ...(due to space
limits, see proxy material for full
proposal).
3. THE FOUNDER SHARE AMENDMENT PROPOSAL - TO Mgmt For For
APPROVE, AS A SPECIAL RESOLUTION, AN
AMENDMENT TO THE ARTICLES TO PROVIDE FOR
THE RIGHT OF A HOLDER OF THE COMPANY'S
CLASS B ORDINARY SHARES, PAR VALUE $0.0001
PER SHARE, TO CONVERT INTO CLASS A ORDINARY
SHARES ON A ONE-FOR-ONE BASIS PRIOR TO THE
CLOSING OF AN INITIAL BUSINESS COMBINATION
AT THE ELECTION OF THE HOLDER.
4. THE REDEMPTION LIMITATION AMENDMENT Mgmt For For
PROPOSAL - TO APPROVE, AS A SPECIAL
RESOLUTION, THE AMENDMENT OF THE ARTICLES
TO ELIMINATE FROM THE ARTICLES THE
LIMITATION THAT THE COMPANY SHALL NOT
REDEEM PUBLIC SHARES TO THE EXTENT THAT
SUCH REDEMPTION WOULD CAUSE THE COMPANY'S
NET TANGIBLE ASSETS TO BE LESS THAN
$5,000,001.
5. THE ADJOURNMENT PROPOSAL - TO APPROVE, AS Mgmt For For
AN ORDINARY RESOLUTION, THE ADJOURNMENT OF
THE EXTRAORDINARY GENERAL MEETING TO A
LATER DATE OR DATES, IF NECESSARY, (I) TO
PERMIT FURTHER SOLICITATION AND VOTE OF
PROXIES IF, BASED UPON THE TABULATED VOTE
AT THE TIME OF THE EXTRAORDINARY GENERAL
MEETING, THERE ARE INSUFFICIENT CLASS A
ORDINARY SHARES, PAR VALUE $0.0001 PER
SHARE (THE "PUBLIC SHARES") AND CLASS B
ORDINARY SHARES, PAR VALUE $0.0001 PER
SHARE IN THE CAPITAL OF THE COMPANY ...(due
to space limits, see proxy material for
full proposal).
--------------------------------------------------------------------------------------------------------------------------
LAVA MEDTECH ACQUISITION CORP. Agenda Number: 935826911
--------------------------------------------------------------------------------------------------------------------------
Security: 519345102
Meeting Type: Special
Meeting Date: 25-Apr-2023
Ticker: LVAC
ISIN: US5193451029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment - Amend the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination up to
eight (8) times for an additional one (1)
month each time, from April 29, 2023 to
December 29, 2023 (i.e., for a period of
time ending 26 months from the consummation
of its initial public offering), provided
that the Sponsor (or its designees) must
deposit into the Trust Account, for each
one-month extension, $50,000.
2. Trust Amendment - Amend the Company's Mgmt For For
investment management trust agreement,
dated as of October 26, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, allowing the
Company to (a) extend the Combination
Period up to eight (8) times for an
additional one (1) month each time from
April 29, 2023 to December 29, 2023 by
depositing into the Trust Account, for each
one-month extension, $50,000.
3. Redemption Limitation Amendment - Amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation to eliminate the
limitation that the Company may not public
shares to the extent that such redemption
would result in the Company having net
tangible assets (as determined in
accordance with Rule 3a51-1(g)(1) of the
Securities Exchange Act of 1934, as
amended) of less than $5,000,001 in order
to allow the Company to redeem public
shares irrespective of whether such
redemption would exceed the limitation.
--------------------------------------------------------------------------------------------------------------------------
LF CAPITAL ACQUISITION CORP. II Agenda Number: 935763323
--------------------------------------------------------------------------------------------------------------------------
Security: 50202D102
Meeting Type: Special
Meeting Date: 17-Feb-2023
Ticker: LFAC
ISIN: US50202D1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE CHARTER AMENDMENT PROPOSAL - APPROVAL Mgmt For For
OF AN AMENDMENT TO THE COMPANY'S AMENDED
AND RESTATED CERTIFICATE OF INCORPORATION
TO EXTEND TO INCREASE THE MONTHLY EXTENSION
PAYMENTS PER ONE-MONTH EXTENSION OF THE
DEADLINE TO COMPLETE THE INITIAL BUSINESS
COMBINATION (AS DEFINED IN THE CHARTER) TO
$0.04 PER SHARE OF THE COMPANY'S CLASS A
COMMON STOCK, PAR VALUE $0.0001 PER SHARE.
2. THE ADJOURNMENT PROPOSAL - APPROVAL TO Mgmt For For
DIRECT THE CHAIRMAN OF THE SPECIAL MEETING
TO ADJOURN THE SPECIAL MEETING TO A LATER
DATE OR DATES, IF NECESSARY, TO PERMIT
FURTHER SOLICITATION AND VOTE OF PROXIES IN
THE EVENT THAT THERE ARE INSUFFICIENT VOTES
FOR, OR OTHERWISE IN CONNECTION WITH, THE
APPROVAL OF THE CHARTER AMENDMENT PROPOSAL.
--------------------------------------------------------------------------------------------------------------------------
LIBERTY RESOURCES ACQUISITION CORP. Agenda Number: 935820870
--------------------------------------------------------------------------------------------------------------------------
Security: 53118A105
Meeting Type: Special
Meeting Date: 18-Apr-2023
Ticker: LIBY
ISIN: US53118A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from May 8, 2023 by up
to nine (9) one month extensions to
February 8, 2024, (i) the Sponsor will
deposit into the Trust Account the lesser
of (x) $150,000 or (y) $0.05 per share for
each Public Share outstanding as of the
applicable Deadline Date for each such
1month extension until February 8, 2024
(ii) the procedures relating to any such
extension, as set forth in Trust Agreement.
2. Trust Amendment Proposal - Amend the Mgmt For For
Company's Investment Management Trust
Agreement, dated November 8, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, to allow the
Company to extend the Termination Date for
an additional nine (9) month period, from
May 8, 2023 to February 8, 2024, by
depositing into the Trust Account the
lesser of (x) $150,000 or (y) $0.05 per
share for each Public Share outstanding as
of the applicable Deadline Date for each
extension.
3. Adjournment Proposal - Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal and the Trust
Amendment Proposal, which we refer to as
the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LIONHEART III CORP Agenda Number: 935760288
--------------------------------------------------------------------------------------------------------------------------
Security: 536262108
Meeting Type: Special
Meeting Date: 30-Jan-2023
Ticker: LION
ISIN: US5362621089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal: To Mgmt For For
consider and vote upon a proposal to
approve the Business Combination Agreement,
dated as of July 26, 2022 (as it may be
amended, supplemented or otherwise modified
from time to time, the "BCA"), by and among
Lionheart III Corp ("Lionheart"), Security
Matters Limited, a publicly traded company
on the Australian Securities Exchange
("ASX") ("SMX"), Empatan Public Limited
Company, a public limited company
incorporated in Ireland ("Parent"), and
Aryeh ...(due to space limits, see proxy
material for full proposal).
2. The Adjournment Proposal: To consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the Lionheart's special
meeting of stockholders in lieu of the 2022
annual meeting (the "Special Meeting") to a
later date or dates, if necessary, (A) to
ensure that any supplement or amendment to
the proxy statement/prospectus that the
Board of Directors of Lionheart (the
"Lionheart Board") has determined in good
faith is required by applicable law to be
disclosed to Lionheart stockholders and
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
LIV CAPITAL ACQUISITION CORP II Agenda Number: 935834829
--------------------------------------------------------------------------------------------------------------------------
Security: G5510R105
Meeting Type: Special
Meeting Date: 01-May-2023
Ticker: LIVB
ISIN: KYG5510R1056
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt For For
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment in the form set forth in Part 1
of Annex A of the accompanying proxy
statement.
2. The Founder Share Amendment Proposal - as a Mgmt For For
special resolution, to amend the Company's
Charter in the form set forth in Part 2 of
Annex A of the accompanying proxy statement
to provide for the right of a holder of
Class B ordinary shares of the Company (the
"Founder Shares" or the "Class B Ordinary
Shares") to convert such Class B Ordinary
Shares into Class A ordinary shares (the
"Class A Ordinary Shares") on a one-for-one
basis prior to the closing of a business
combination at the election of the holder
(the "Founder Share Amendment Proposal").
3. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal ("Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of
Extraordinary General Meeting to approve
the Extension Proposal.
4. The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend the Company's Charter, as provided by
the third resolution in the form set forth
in Part 3 of Annex A to the accompanying
proxy statement (the "Redemption Limitation
Amendment" and such proposal, the
"Redemption Limitation Amendment
Proposal").
--------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 935779655
--------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: LMT
ISIN: US5398301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel F. Akerson Mgmt For For
1b. Election of Director: David B. Burritt Mgmt For For
1c. Election of Director: Bruce A. Carlson Mgmt For For
1d. Election of Director: John M. Donovan Mgmt For For
1e. Election of Director: Joseph F. Dunford, Mgmt For For
Jr.
1f. Election of Director: James O. Ellis, Jr. Mgmt For For
1g. Election of Director: Thomas J. Falk Mgmt For For
1h. Election of Director: Ilene S. Gordon Mgmt For For
1i. Election of Director: Vicki A. Hollub Mgmt For For
1j. Election of Director: Jeh C. Johnson Mgmt For For
1k. Election of Director: Debra L. Reed-Klages Mgmt For For
1l. Election of Director: James D. Taiclet Mgmt For For
1m. Election of Director: Patricia E. Mgmt For For
Yarrington
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers
(Say-on-Pay).
3. Advisory Vote on the Frequency of Advisory Mgmt 1 Year For
Votes to Approve the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of Ernst & Mgmt For For
Young LLP as our Independent Auditors for
2023.
5. Stockholder Proposal Requiring Independent Shr Against For
Board Chairman.
6. Stockholder Proposal to Issue a Human Shr Against For
Rights Impact Assessment Report.
7. Stockholder Proposal to Issue a Report on Shr Against For
the Company's Intention to Reduce Full
Value Chain GHG Emissions.
--------------------------------------------------------------------------------------------------------------------------
LONGVIEW ACQUISITION CORP II Agenda Number: 935739308
--------------------------------------------------------------------------------------------------------------------------
Security: 54319Q113
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: LGVWS
ISIN: US54319Q1132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date that
the Company has to consummate a business
combination from March 23, 2023 to
September 23, 2023 or such earlier date
determined by the Company's board of
directors (the "Board') and publicly
announced by the Company.
2. Trust Amendment Proposal: Amend the Mgmt For For
Company's Investment Trust Management
Agreement, dated March 18, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company,
a New York limited purpose trust company,
as trustee ("ContinentaI") to change the
date that Continental must commence
liquidation of the trust account to the
earliest of (i) the Company's completion of
an initial business combination, (ii)
September 23, 2023, and (iii) such earlier
date determined by the Board.
3. Adjournment Proposal: Adjourn the Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal l and/or Proposal 2,
if the Board determines before the
Stockholder Meeting that it is not
necessary or no longer desirable to proceed
with Proposal 1 and/or Proposal 2, or if
otherwise determined by the chairperson of
the Stockholder Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
LOWE'S COMPANIES, INC. Agenda Number: 935817190
--------------------------------------------------------------------------------------------------------------------------
Security: 548661107
Meeting Type: Annual
Meeting Date: 26-May-2023
Ticker: LOW
ISIN: US5486611073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Raul Alvarez Mgmt For For
David H. Batchelder Mgmt For For
Scott H. Baxter Mgmt For For
Sandra B. Cochran Mgmt For For
Laurie Z. Douglas Mgmt For For
Richard W. Dreiling Mgmt For For
Marvin R. Ellison Mgmt For For
Daniel J. Heinrich Mgmt For For
Brian C. Rogers Mgmt For For
Bertram L. Scott Mgmt For For
Colleen Taylor Mgmt For For
Mary Beth West Mgmt For For
2. Advisory vote to approve the Company's Mgmt For For
named executive officer compensation in
fiscal 2022.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the Company's
named executive officer compensation.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal 2023.
5. Shareholder proposal requesting an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
M&T BANK CORPORATION Agenda Number: 935775873
--------------------------------------------------------------------------------------------------------------------------
Security: 55261F104
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: MTB
ISIN: US55261F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: John P. Barnes
1b. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Robert T. Brady
1c. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Carlton J. Charles
1d. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Jane Chwick
1e. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: William F. Cruger, Jr.
1f. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: T. Jefferson Cunningham III
1g. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Gary N. Geisel
1h. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Leslie V. Godridge
1i. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Rene F. Jones
1j. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Richard H. Ledgett, Jr.
1k. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Melinda R. Rich
1l. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Robert E. Sadler, Jr.
1m. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Denis J. Salamone
1n. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: John R. Scannell
1o. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Rudina Seseri
1p. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Kirk W. Walters
1q. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Herbert L. Washington
2. TO APPROVE THE 2022 COMPENSATION OF M&T Mgmt For For
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
3. TO RECOMMEND THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON THE COMPENSATION OF M&T
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
4. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE M&T BANK CORPORATION 2019 EQUITY
INCENTIVE COMPENSATION PLAN.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF M&T BANK CORPORATION FOR THE YEAR
ENDING DECEMBER 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 935780999
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: J.
Michael Stice
1b. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: John P.
Surma
1c. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Susan
Tomasky
1d. Election of Class III Director for a Mgmt For For
three-year term expiring in 2026: Toni
Townes-Whitley
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the company's
independent auditor for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
company's named executive officer
compensation.
4. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
declassify the Board of Directors.
5. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
eliminate the supermajority provisions.
6. Approval of an amendment to the company's Mgmt For For
Restated Certificate of Incorporation to
increase the maximum size of the Board of
Directors.
7. Shareholder proposal seeking a simple Shr Against For
majority vote.
8. Shareholder proposal seeking an amendment Shr Against For
to the company's existing clawback
provisions.
9. Shareholder proposal seeking a report on Shr Against For
just transition.
10. Shareholder proposal seeking an audited Shr Against For
report on asset retirement obligations.
--------------------------------------------------------------------------------------------------------------------------
MARBLEGATE ACQUISITION CORP Agenda Number: 935735499
--------------------------------------------------------------------------------------------------------------------------
Security: 56608A105
Meeting Type: Special
Meeting Date: 02-Dec-2022
Ticker: GATE
ISIN: US56608A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from January 5, 2023
to July 5, 2023 (or such earlier date as
determined by the Board).
2.1 Election of Class I Director to serve until Mgmt For For
the annual meeting in 2025: Richard M.
Goldman
2.2 Election of Class I Director to serve until Mgmt For For
the annual meeting in 2025: Wallace
Mathai-Davis
3. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 935801541
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony K. Anderson Mgmt For For
1b. Election of Director: John Q. Doyle Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Oscar Fanjul Mgmt For For
1e. Election of Director: H. Edward Hanway Mgmt For For
1f. Election of Director: Judith Hartmann Mgmt For For
1g. Election of Director: Deborah C. Hopkins Mgmt For For
1h. Election of Director: Tamara Ingram Mgmt For For
1i. Election of Director: Jane H. Lute Mgmt For For
1j. Election of Director: Steven A. Mills Mgmt For For
1k. Election of Director: Bruce P. Nolop Mgmt For For
1l. Election of Director: Morton O. Schapiro Mgmt For For
1m. Election of Director: Lloyd M. Yates Mgmt For For
1n. Election of Director: Ray G. Young Mgmt For For
2. Advisory (Nonbinding) Vote to Approve Named Mgmt For For
Executive Officer Compensation
3. Advisory (Nonbinding) Vote on the Frequency Mgmt 1 Year For
of Future Votes on Named Executive Officer
Compensation
4. Ratification of Selection of Independent Mgmt For For
Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
MASCO CORPORATION Agenda Number: 935811871
--------------------------------------------------------------------------------------------------------------------------
Security: 574599106
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: MAS
ISIN: US5745991068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Keith J. Allman Mgmt For For
1b. Election of Director: Aine L. Denari Mgmt For For
1c. Election of Director: Christopher A. Mgmt For For
O'Herlihy
1d. Election of Director: Charles K. Stevens, Mgmt For For
III
2. To approve, by non-binding advisory vote, Mgmt For For
the compensation paid to the Company's
named executive officers, as disclosed
pursuant to the compensation disclosure
rules of the SEC, including the
Compensation Discussion and Analysis, the
compensation tables and the related
materials disclosed in the Proxy Statement.
3. To recommend, by non-binding advisory vote, Mgmt 1 Year For
the frequency of the non-binding advisory
votes on the Company's executive
compensation.
4. To ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the Company for 2023.
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 935858437
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For
1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For
1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For
1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For
1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For
1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For
1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For
1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For
1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For
1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For
1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For
2. Advisory approval of Mastercard's executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Approval of Mastercard Incorporated Mgmt For For
Employee Stock Purchase Plan.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for Mastercard for 2023.
6. Consideration of a stockholder proposal Shr Against For
requesting a report on ensuring respect for
civil liberties.
7. Consideration of a stockholder proposal Shr Against For
requesting a report on Mastercard's stance
on new Merchant Category Code.
8. Consideration of a stockholder proposal Shr Against For
requesting lobbying disclosure.
9. Consideration of a stockholder proposal Shr Against For
requesting stockholders approve advance
notice bylaw amendments.
10. Consideration of a stockholder proposal Shr Against For
requesting a report on the cost-benefit
analysis of diversity and inclusion
efforts.
--------------------------------------------------------------------------------------------------------------------------
MATCH GROUP, INC. Agenda Number: 935858932
--------------------------------------------------------------------------------------------------------------------------
Security: 57667L107
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: MTCH
ISIN: US57667L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharmistha Dubey Mgmt For For
1b. Election of Director: Ann L. McDaniel Mgmt For For
1c. Election of Director: Thomas J. McInerney Mgmt For For
2. To approve a non-binding advisory Mgmt For For
resolution on executive compensation.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Match Group, Inc.'s
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 935819788
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Anthony Capuano
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Kareem Daniel
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Lloyd Dean
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Catherine Engelbert
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Margaret Georgiadis
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Enrique Hernandez, Jr.
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher
Kempczinski
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard Lenny
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: John Mulligan
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Jennifer Taubert
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Paul Walsh
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Amy Weaver
1m. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Miles White
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Advisory vote to ratify the appointment of Mgmt For For
Ernst & Young LLP as independent auditor
for 2023.
5. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (1 of 2).
6. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (2 of 2).
7. Advisory Vote on Annual Report on Shr Against For
"Communist China."
8. Advisory Vote on Civil Rights & Returns to Shr Against For
Merit Audit.
9. Advisory Vote on Annual Report on Lobbying Shr Against For
Activities.
10. Advisory Vote on Annual Report on Global Shr Against For
Political Influence.
11. Advisory Vote on Poultry Welfare Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
MCKESSON CORPORATION Agenda Number: 935672027
--------------------------------------------------------------------------------------------------------------------------
Security: 58155Q103
Meeting Type: Annual
Meeting Date: 22-Jul-2022
Ticker: MCK
ISIN: US58155Q1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Mgmt For For
Richard H. Carmona, M.D.
1b. Election of Director for a one-year term: Mgmt For For
Dominic J. Caruso
1c. Election of Director for a one-year term: Mgmt For For
W. Roy Dunbar
1d. Election of Director for a one-year term: Mgmt For For
James H. Hinton
1e. Election of Director for a one-year term: Mgmt For For
Donald R. Knauss
1f. Election of Director for a one-year term: Mgmt For For
Bradley E. Lerman
1g. Election of Director for a one-year term: Mgmt For For
Linda P. Mantia
1h. Election of Director for a one-year term: Mgmt For For
Maria Martinez
1i. Election of Director for a one-year term: Mgmt For For
Susan R. Salka
1j. Election of Director for a one-year term: Mgmt For For
Brian S. Tyler
1k. Election of Director for a one-year term: Mgmt For For
Kathleen Wilson-Thompson
2. Ratification of Appointment of Deloitte & Mgmt For For
Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory vote on executive compensation. Mgmt For For
4. Approval of our 2022 Stock Plan. Mgmt For For
5. Approval of Amendment to our 2000 Employee Mgmt For For
Stock Purchase Plan.
6. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
7. Shareholder Proposal on Transparency in Shr Against For
Rule 10b5-1 Trading Policy.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC PLC Agenda Number: 935723610
--------------------------------------------------------------------------------------------------------------------------
Security: G5960L103
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: MDT
ISIN: IE00BTN1Y115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Richard H.
Anderson
1b. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Craig
Arnold
1c. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Scott C.
Donnelly
1d. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Lidia L.
Fonseca
1e. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Andrea J.
Goldsmith, Ph.D.
1f. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Randall J.
Hogan, III
1g. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kevin E.
Lofton
1h. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Geoffrey
S. Martha
1i. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Elizabeth
G. Nabel, M.D.
1j. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Denise M.
O'Leary
1k. Election of Director to hold office until Mgmt For For
the 2023 Annual General Meeting: Kendall J.
Powell
2. Ratifying, in a non-binding vote, the Mgmt For For
appointment of PricewaterhouseCoopers LLP
as the Company's independent auditor for
fiscal year 2023 and authorizing, in a
binding vote, the Board of Directors,
acting through the Audit Committee, to set
the auditor's remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Renewing the Board of Directors' authority Mgmt For For
to issue shares under Irish law.
5. Renewing the Board of Directors' authority Mgmt For For
to opt out of pre-emption rights under
Irish law.
6. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Medtronic ordinary shares.
--------------------------------------------------------------------------------------------------------------------------
MERCATO PARTNERS ACQUISITION CORP. Agenda Number: 935759843
--------------------------------------------------------------------------------------------------------------------------
Security: 58759A108
Meeting Type: Special
Meeting Date: 03-Feb-2023
Ticker: MPRA
ISIN: US58759A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal to amend the Company's charter Mgmt For For
to extend the date by which the Company
must consummate a business combination from
February 8, 2023 to July 8, 2023 & to allow
Company, without another stockholder vote,
to elect to extend the Termination Date to
consummate a business combination on a
monthly basis up to five times by an
additional one month each time after the
Extended Date, by resolution of the Board,
if requested by the Sponsor, and upon five
days' advance notice prior to the
applicable Termination Date, until December
8, 2023.
2. A proposal to amend Trust Agreement, by & Mgmt For For
between Company & the Trustee, allowing the
Company (i) extend Combination Period to
Extended Date by depositing into the Trust
Account an amount equal to the lesser of
(a) $675,000 or (b) $0.225 for each public
share that is not redeemed in connection
with special meeting and, (ii) in event
that Company has not consummated a business
combination by Extended Date, to extend, by
resolution of the Board & without approval
of the Company's public stockholders.
3. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
the Trust Amendment Proposal, or if we
determine that additional time is necessary
to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 935809080
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1b. Election of Director: Mary Ellen Coe Mgmt For For
1c. Election of Director: Pamela J. Craig Mgmt For For
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Thomas H. Glocer Mgmt For For
1f. Election of Director: Risa J. Mgmt For For
Lavizzo-Mourey, M.D.
1g. Election of Director: Stephen L. Mayo, Mgmt For For
Ph.D.
1h. Election of Director: Paul B. Rothman, M.D. Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Christine E. Seidman, Mgmt For For
M.D.
1k. Election of Director: Inge G. Thulin Mgmt For For
1l. Election of Director: Kathy J. Warden Mgmt For For
1m. Election of Director: Peter C. Wendell Mgmt For For
2. Non-binding advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
3. Non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future votes to approve the
compensation of our named executive
officers.
4. Ratification of the appointment of the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder proposal regarding business Shr Against For
operations in China.
6. Shareholder proposal regarding access to Shr Against For
COVID-19 products.
7. Shareholder proposal regarding indirect Shr Against For
political spending.
8. Shareholder proposal regarding patents and Shr Against For
access.
9. Shareholder proposal regarding a congruency Shr Against For
report of partnerships with globalist
organizations.
10. Shareholder proposal regarding an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
MERCURY ECOMMERCE ACQUISITION CORP Agenda Number: 935745577
--------------------------------------------------------------------------------------------------------------------------
Security: 589381102
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: MEAC
ISIN: US5893811027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment of the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation, dated July 27, 2021, to
extend the date by which the Company must
consummate a business combination (the
"Extension") from January 30, 2023 (or July
30, 2023 if the Company has executed a
definitive agreement for a business
combination by January 30, 2023) to July
30, 2024 (the date that is 36 months from
the closing date of the Company's initial
public offering of units (the "Extension
Amendment Proposal").
2. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
META PLATFORMS, INC. Agenda Number: 935830960
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: META
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt For For
Marc L. Andreessen Mgmt For For
Andrew W. Houston Mgmt For For
Nancy Killefer Mgmt For For
Robert M. Kimmitt Mgmt For For
Sheryl K. Sandberg Mgmt For For
Tracey T. Travis Mgmt For For
Tony Xu Mgmt For For
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Meta Platforms, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. A shareholder proposal regarding government Shr Against For
takedown requests.
4. A shareholder proposal regarding dual class Shr Against For
capital structure.
5. A shareholder proposal regarding human Shr Against For
rights impact assessment of targeted
advertising.
6. A shareholder proposal regarding report on Shr Against For
lobbying disclosures.
7. A shareholder proposal regarding report on Shr Against For
allegations of political entanglement and
content management biases in India.
8. A shareholder proposal regarding report on Shr Against For
framework to assess company lobbying
alignment with climate goals.
9. A shareholder proposal regarding report on Shr Against For
reproductive rights and data privacy.
10. A shareholder proposal regarding report on Shr Against For
enforcement of Community Standards and user
content.
11. A shareholder proposal regarding report on Shr Against For
child safety impacts and actual harm
reduction to children.
12. A shareholder proposal regarding report on Shr Against For
pay calibration to externalized costs.
13. A shareholder proposal regarding Shr Against For
performance review of the audit & risk
oversight committee.
--------------------------------------------------------------------------------------------------------------------------
METLIFE, INC. Agenda Number: 935858603
--------------------------------------------------------------------------------------------------------------------------
Security: 59156R108
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: MET
ISIN: US59156R1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cheryl W. Grise Mgmt For For
1b. Election of Director: Carlos M. Gutierrez Mgmt For For
1c. Election of Director: Carla A. Harris Mgmt For For
1d. Election of Director: Gerald L. Hassell Mgmt For For
1e. Election of Director: David L. Herzog Mgmt For For
1f. Election of Director: R. Glenn Hubbard, Mgmt For For
Ph.D.
1g. Election of Director: Jeh C. Johnson Mgmt For For
1h. Election of Director: Edward J. Kelly, III Mgmt For For
1i. Election of Director: William E. Kennard Mgmt For For
1j. Election of Director: Michel A. Khalaf Mgmt For For
1k. Election of Director: Catherine R. Kinney Mgmt For For
1l. Election of Director: Diana L. McKenzie Mgmt For For
1m. Election of Director: Denise M. Morrison Mgmt For For
1n. Election of Director: Mark A. Weinberger Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as MetLife, Inc.'s Independent
Auditor for 2023
3. Advisory (non-binding) vote to approve the Mgmt For For
compensation paid to MetLife, Inc.'s Named
Executive Officers
4. Advisory (non-binding) vote on the Mgmt 1 Year For
frequency of future advisory votes to
approve the compensation paid to MetLife,
Inc.'s Named Executive Officers
--------------------------------------------------------------------------------------------------------------------------
MGM RESORTS INTERNATIONAL Agenda Number: 935791788
--------------------------------------------------------------------------------------------------------------------------
Security: 552953101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: MGM
ISIN: US5529531015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Barry Diller Mgmt For For
1b. Election of Director: Alexis M. Herman Mgmt For For
1c. Election of Director: William J. Hornbuckle Mgmt For For
1d. Election of Director: Mary Chris Jammet Mgmt For For
1e. Election of Director: Joey Levin Mgmt For For
1f. Election of Director: Rose McKinney-James Mgmt For For
1g. Election of Director: Keith A. Meister Mgmt For For
1h. Election of Director: Paul Salem Mgmt For For
1i. Election of Director: Jan G. Swartz Mgmt For For
1j. Election of Director: Daniel J. Taylor Mgmt For For
1k. Election of Director: Ben Winston Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP, as the independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency with which the Company conducts
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MICRON TECHNOLOGY, INC. Agenda Number: 935742177
--------------------------------------------------------------------------------------------------------------------------
Security: 595112103
Meeting Type: Annual
Meeting Date: 12-Jan-2023
Ticker: MU
ISIN: US5951121038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Richard M. Beyer Mgmt For For
1b. ELECTION OF DIRECTOR: Lynn A. Dugle Mgmt For For
1c. ELECTION OF DIRECTOR: Steven J. Gomo Mgmt For For
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth Mgmt For For
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy Mgmt For For
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra Mgmt For For
1g. ELECTION OF DIRECTOR: Robert E. Switz Mgmt For For
1h. ELECTION OF DIRECTOR: MaryAnn Wright Mgmt For For
2. PROPOSAL BY THE COMPANY TO APPROVE A Mgmt For For
NON-BINDING RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS DESCRIBED IN THE PROXY
STATEMENT.
3. PROPOSAL BY THE COMPANY TO APPROVE OUR Mgmt For For
AMENDED AND RESTATED 2007 EQUITY INCENTIVE
PLAN TO INCREASE THE SHARES RESERVED FOR
ISSUANCE THERUNDER BY 50 MILLION AS
DESCRIBED IN THE PROXY STATEMENT.
4. PROPOSAL BY THE COMPANY TO RATIFY THE Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR THE
FISCAL YEAR ENDING AUGUST 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MID-AMERICA APARTMENT COMMUNITIES, INC. Agenda Number: 935797401
--------------------------------------------------------------------------------------------------------------------------
Security: 59522J103
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: MAA
ISIN: US59522J1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: H. Eric Bolton, Jr. Mgmt For For
1b. Election of Director: Deborah H. Caplan Mgmt For For
1c. Election of Director: John P. Case Mgmt For For
1d. Election of Director: Tamara Fischer Mgmt For For
1e. Election of Director: Alan B. Graf, Jr. Mgmt For For
1f. Election of Director: Toni Jennings Mgmt For For
1g. Election of Director: Edith Kelly-Green Mgmt For For
1h. Election of Director: James K. Lowder Mgmt For For
1i. Election of Director: Thomas H. Lowder Mgmt For For
1j. Election of Director: Claude B. Nielsen Mgmt For For
1k. Election of Director: W. Reid Sanders Mgmt For For
1l. Election of Director: Gary S. Shorb Mgmt For For
1m. Election of Director: David P. Stockert Mgmt For For
2. Advisory (non-binding) vote to approve the Mgmt For For
compensation of our named executive
officers as disclosed in the proxy
statement.
3. Advisory (non-binding) vote on the Mgmt 1 Year For
frequency of an advisory (non-binding) vote
to approve named executive officer
compensation.
4. Ratification of appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for fiscal year 2023.
5. Approval of the 2023 OMNIBUS Incentive Mgmt For For
Plan.
--------------------------------------------------------------------------------------------------------------------------
MISSION ADVANCEMENT CORP. Agenda Number: 935737758
--------------------------------------------------------------------------------------------------------------------------
Security: 60501L101
Meeting Type: Special
Meeting Date: 06-Dec-2022
Ticker: MACC
ISIN: US60501L1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To approve the Mgmt For For
adoption of an amendment (the "Charter
Amendment") to the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") as set forth in Annex A of the
accompanying proxy statement to change the
date original termination (the "Original
Termination Date") (24 months from the
closing of the IPO) to such date as shall
be determined by the Board, in its sole
discretion, and publicly announced by the
Company, provided that such date shall be
no later than December 30, 2022 (the
"Amended Termination Date").
2. The Trust Amendment Proposal: A proposal to Mgmt For For
approve the adoption of an amendment to the
Investment Management Trust Agreement,
dated March 2, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee ("Continental"),
as set forth in Annex B of the proxy
statement related to the Special Meeting,
to change the date on which Continental
must commence liquidation of the trust
account established in connection with the
IPO to the Amended Termination Date.
3. Adjournment Proposal: A proposal to approve Mgmt For For
the adjournment of the Special Meeting from
time to time, if necessary, to solicit
additional proxies in favor of Proposal No.
1 and/or Proposal No. 2 or if otherwise
determined by the chairperson of the
Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 935809357
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lewis W.K. Booth Mgmt For For
1b. Election of Director: Charles E. Bunch Mgmt For For
1c. Election of Director: Ertharin Cousin Mgmt For For
1d. Election of Director: Jorge S. Mesquita Mgmt For For
1e. Election of Director: Anindita Mukherjee Mgmt For For
1f. Election of Director: Jane Hamilton Nielsen Mgmt For For
1g. Election of Director: Patrick T. Siewert Mgmt For For
1h. Election of Director: Michael A. Todman Mgmt For For
1i. Election of Director: Dirk Van de Put Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Votes to Approve Executive Compensation.
4. Ratification of the Selection of Mgmt For For
PricewaterhouseCoopers LLP as Independent
Registered Public Accountants for Fiscal
Year Ending December 31, 2023.
5. Require Independent Chair of the Board. Shr Against For
6. Publish Annual Benchmarks for Achieving Shr Against For
Company's 2025 Cage-Free Egg Goal.
7. Adopt Public Targets to Eradicate Child Shr Against For
Labor in Cocoa Supply Chain
--------------------------------------------------------------------------------------------------------------------------
MONOLITHIC POWER SYSTEMS, INC. Agenda Number: 935853069
--------------------------------------------------------------------------------------------------------------------------
Security: 609839105
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: MPWR
ISIN: US6098391054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Victor K. Lee Mgmt For For
1.2 Election of Director: James C. Moyer Mgmt Withheld Against
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. Approve, on an advisory basis, the 2022 Mgmt For For
executive compensation.
4. Recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
executive compensation.
5. Approve the amendment and restatement of Mgmt For For
the Monolithic Power Systems, Inc. 2004
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 935852485
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: MNST
ISIN: US61174X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rodney C. Sacks Mgmt For For
Hilton H. Schlosberg Mgmt For For
Mark J. Hall Mgmt For For
Ana Demel Mgmt For For
James L. Dinkins Mgmt For For
Gary P. Fayard Mgmt For For
Tiffany M. Hall Mgmt For For
Jeanne P. Jackson Mgmt For For
Steven G. Pizula Mgmt For For
Mark S. Vidergauz Mgmt For For
2. Proposal to ratify the appointment of Ernst Mgmt For For
& Young LLP as the independent registered
public accounting firm of the Company for
the fiscal year ending December 31, 2023.
3. Proposal to approve, on a non-binding, Mgmt For For
advisory basis, the compensation of the
Company's named executive officers.
4. Proposal to approve, on a non-binding, Mgmt 1 Year For
advisory basis, the frequency with which
stockholders will approve the compensation
of the Company's named executive officers.
5. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to increase the number
of authorized shares of common stock, par
value $0.005 per share, from 1,250,000,000
shares to 5,000,000,000 shares.
6. Proposal to approve the amendment and Mgmt For For
restatement of the Amended and Restated
Certificate of Incorporation of the
Company, as amended, to reflect new
Delaware law provisions regarding officer
exculpation.
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
MOUNTAIN & CO. I ACQUISITION CORP. Agenda Number: 935761103
--------------------------------------------------------------------------------------------------------------------------
Security: G6301J104
Meeting Type: Special
Meeting Date: 06-Feb-2023
Ticker: MCAA
ISIN: KYG6301J1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution that
subject to the approval of Proposal No. 2 -
the Trust Agreement Amendment Proposal: a)
Article 49.8 of the Company's Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
49.8: "In the event that the Company does
not consummate a Business Combination upon
the date which is the later of (i) November
9, 2023, and (ii) such later date as may
...(due to space limits, see proxy material
for full proposal).
2. Trust Agreement Amendment Proposal - Mgmt For For
RESOLVED, (subject to the approval of
Proposal No. 1 - the Extension Amendment
Proposal), that the amendment to the
Company's investment management trust
agreement, dated as of November 4, 2021
(the "Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company (the "Trustee"), to allow the
Articles Extension (the "Trust Agreement
Amendment"), be approved, ratified and
confirmed in all respects.
3. The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A ordinary shares, par value $0.0001
per share, and Class B ordinary shares, par
value $0.0001 per share, in the capital of
the Company represented (either in person
or by proxy) to approve ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
NABORS ENERGY TRANSITION CORP. Agenda Number: 935846949
--------------------------------------------------------------------------------------------------------------------------
Security: 629567108
Meeting Type: Special
Meeting Date: 11-May-2023
Ticker: NETC
ISIN: US6295671084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend and Mgmt For For
restate the Company's Amended and Restated
Certificate of Incorporation (the
"Certificate of Incorporation") to allow
the Company's board of directors, without
another stockholder vote, to elect to
extend the date by which the Company has to
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination, involving the Company
and one or more businesses or entities (an
"initial ...(due to space limits, see proxy
material for full proposal).
2. Trust Amendment Proposal - To amend and Mgmt For For
restate the Investment Management Trust
Agreement, dated as of November 16, 2021,
by and between the Company and Continental
Stock Transfer & Trust Company, as trustee,
to reflect the Monthly Extension Option
(the "Trust Amendment Proposal"). A copy of
the form of the proposed Amended and
Restated Investment Management Trust
Agreement is set forth in Annex B to the
accompanying proxy statement.
3. Redemption Limitation Amendment Proposal - Mgmt For For
To amend and restate the Certificate of
Incorporation to eliminate (i) the
limitation that the Company shall not
redeem its Public Stock to the extent that
such redemption would result in the Class A
Common Stock, or the securities of any
entity that succeeds the Company as a
public company, becoming "penny stock" (as
defined in accordance with Rule 3a51-1 of
the Securities Exchange Act of 1934, as
amended), or cause the Company to not meet
any greater net ...(due to space limits,
see proxy material for full proposal).
4. Adjournment Proposal - To adjourn the Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of Class A Common Stock, shares of
Class B common stock, par value $0.0001 per
share, and shares of Class F common stock,
par value $0.0001 per share, in the capital
of the Company represented (either
virtually or by proxy) to constitute
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
NATIONAL INSTRUMENTS CORPORATION Agenda Number: 935887147
--------------------------------------------------------------------------------------------------------------------------
Security: 636518102
Meeting Type: Special
Meeting Date: 29-Jun-2023
Ticker: NATI
ISIN: US6365181022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, Mgmt For For
dated as of April 12, 2023, by and among
National Instruments Corporation, Emerson
Electric Co., and Emersub CXIV (as it may
be amended from time to time, the "Merger
Agreement").
2. To approve, on an advisory (nonbinding) Mgmt For For
basis, the compensation that may be paid or
become payable to National Instruments
Corporation's named executive officers that
is based on or otherwise relates to the
Merger Agreement and the transactions
contemplated by the Merger Agreement.
3. To approve any adjournment of the special Mgmt For For
meeting of stockholders of National
Instruments Corporation (the "Special
Meeting"), if necessary or appropriate, to
solicit additional proxies if there are
insufficient votes to adopt the Merger
Agreement at the time of the Special
Meeting.
--------------------------------------------------------------------------------------------------------------------------
NETAPP, INC. Agenda Number: 935692118
--------------------------------------------------------------------------------------------------------------------------
Security: 64110D104
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NTAP
ISIN: US64110D1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: T. Michael Nevens Mgmt For For
1b. Election of Director: Deepak Ahuja Mgmt For For
1c. Election of Director: Gerald Held Mgmt For For
1d. Election of Director: Kathryn M. Hill Mgmt For For
1e. Election of Director: Deborah L. Kerr Mgmt For For
1f. Election of Director: George Kurian Mgmt For For
1g. Election of Director: Carrie Palin Mgmt For For
1h. Election of Director: Scott F. Schenkel Mgmt For For
1i. Election of Director: George T. Shaheen Mgmt For For
2. To hold an advisory vote to approve Named Mgmt For For
Executive Officer compensation.
3. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as NetApp's independent
registered public accounting firm for the
fiscal year ending April 28, 2023.
4. To approve a stockholder proposal regarding Shr Against For
Special Shareholder Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 935831126
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Mathias Dopfner
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Reed Hastings
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Jay Hoag
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Ted Sarandos
2. Ratification of appointment of independent Mgmt For For
registered public accounting firm.
3. Advisory approval of named executive Mgmt For For
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal entitled, "Proposal 5 Shr Against For
- Reform the Current Impossible Special
Shareholder Meeting Requirements," if
properly presented at the meeting.
6. Stockholder proposal entitled, Shr Against For
"Netflix-Exclusive Board of Directors," if
properly presented at the meeting.
7. Stockholder proposal requesting a report on Shr Against For
the Company's 401(K) Plan, if properly
presented at the meeting.
8. Stockholder proposal entitled, "Policy on Shr Against For
Freedom of Association," if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NEW PROVIDENCE ACQUISITION CORP. II Agenda Number: 935841862
--------------------------------------------------------------------------------------------------------------------------
Security: 64823D102
Meeting Type: Special
Meeting Date: 05-May-2023
Ticker: NPAB
ISIN: US64823D1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend NPA Mgmt For For
II's amended and restated certificate of
incorporation to extend the date by which
NPA II has to consummate a business
combination (the "Termination Date") from
May 9, 2023 to May 9, 2024 (the "Extension
Amendment Proposal"). A copy of the
proposed amendments is set forth in Annex A
to the accompanying proxy statement.
2. Redemption Limitation Amendment Proposal - Mgmt For For
To amend NPA II's amended and restated
certificate of incorporation to eliminate
the limitation that NPA II may not redeem
public stock to the extent that such
redemption would result in NPA II having
net tangible assets of less than $5,000,001
(the "Redemption Limitation") in order to
allow NPA II to redeem public stock
irrespective of whether such redemption
would exceed the Redemption Limitation (the
"Redemption Limitation Amendment," ...(due
to space limits, see proxy material for
full proposal).
3. Auditor Ratification Proposal - To approve Mgmt For For
and ratify the appointment of Marcum LLP,
as NPA II's independent accountants for the
fiscal years ended December 31, 2021 and
December 31, 2022 and ending December 31,
2023 (the "Auditor Ratification Proposal").
4. Adjournment Proposal - To adjourn the Mgmt For For
Stockholder Meeting to a later date or
dates, if necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of Class A common stock, par value
$0.0001 per share, and shares of Class B
common stock, par value $0.0001 per share,
in the capital of NPA II represented
(either in person or by proxy) at the time
of the Stockholder Meeting to ...(due to
space limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
NEWHOLD INVESTMENT CORP II Agenda Number: 935745630
--------------------------------------------------------------------------------------------------------------------------
Security: 651450108
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: NHIC
ISIN: US6514501088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - APPROVAL OF AN Mgmt For For
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
EXTEND THE DATE BY WHICH THE COMPANY HAS TO
FILE A PROXY STATEMENT, REGISTRATION
STATEMENT OR SIMILAR FILING FOR AN INITIAL
BUSINESS COMBINATION FROM APRIL 25, 2023 TO
JUNE 25, 2023.
2. TERMINATION AMENDMENT - APPROVAL OF AN Mgmt For For
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
CHANGE THE DATE BY WHICH THE COMPANY HAS TO
CONSUMMATE A BUSINESS COMBINATION TO
DECEMBER 28, 2022.
3. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt For For
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT, DATED OCTOBER 20, 2021, BY
AND BETWEEN THE COMPANY AND CONTINENTAL
STOCK TRANSFER & TRUST COMPANY, TO ALLOW
THE COMPANY TO EXTEND THE DATE ON WHICH THE
TRUSTEE MUST LIQUIDATE THE TRUST ACCOUNT
ESTABLISHED BY THE COMPANY IN CONNECTION
WITH THE IPO IF THE COMPANY HAS NOT FILED A
PROXY STATEMENT, REGISTRATION STATEMENT OR
SIMILAR FILING FOR AN INITIAL BUSINESS
COMBINATION, FROM APRIL 25, 2023 TO JUNE
25, 2023.
4. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt For For
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSALS 1, 2 AND 3.
--------------------------------------------------------------------------------------------------------------------------
NEXTERA ENERGY, INC. Agenda Number: 935808696
--------------------------------------------------------------------------------------------------------------------------
Security: 65339F101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: NEE
ISIN: US65339F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicole S. Arnaboldi Mgmt For For
1b. Election of Director: Sherry S. Barrat Mgmt For For
1c. Election of Director: James L. Camaren Mgmt For For
1d. Election of Director: Kenneth B. Dunn Mgmt For For
1e. Election of Director: Naren K. Gursahaney Mgmt For For
1f. Election of Director: Kirk S. Hachigian Mgmt For For
1g. Election of Director: John W. Ketchum Mgmt For For
1h. Election of Director: Amy B. Lane Mgmt For For
1i. Election of Director: David L. Porges Mgmt For For
1j. Election of Director: Deborah "Dev" Mgmt For For
Stahlkopf
1k. Election of Director: John A. Stall Mgmt For For
1l. Election of Director: Darryl L. Wilson Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as NextEra Energy's independent
registered public accounting firm for 2023
3. Approval, by non-binding advisory vote, of Mgmt For For
NextEra Energy's compensation of its named
executive officers as disclosed in the
proxy statement
4. Non-Binding advisory vote on whether Mgmt 1 Year For
NextEra Energy should hold a non-binding
shareholder advisory vote to approve
NextEra Energy's compensation of its named
executive officers every 1, 2 or 3 years
5. A proposal entitled "Board Skills Shr Against For
Disclosure" requesting a chart of
individual board skills
--------------------------------------------------------------------------------------------------------------------------
NIELSEN HOLDINGS PLC Agenda Number: 935689642
--------------------------------------------------------------------------------------------------------------------------
Security: G6518L108
Meeting Type: Special
Meeting Date: 01-Sep-2022
Ticker: NLSN
ISIN: GB00BWFY5505
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To (a) authorize the members of the Board Mgmt For For
of Directors of Nielsen Holdings plc to
take necessary actions for carrying scheme
of arrangement into effect, (b) amend
Nielsen's articles of association, (c)
direct the Board to deliver order of the
U.K. Court sanctioning Scheme under Section
899(1) of Companies Act to Registrar of
Companies for England & Wales in accordance
with provisions of Scheme & laws of England
& Wales (d) direct the Board that it need
not undertake a Company Adverse
Recommendation Change in connection with an
Intervening Event.
2. To approve, on an advisory (non-binding) Mgmt For For
basis, the compensation that may be paid or
become payable to Nielsen's named executive
officers that is based on or otherwise
related to the Transaction Agreement and
the transactions contemplated by the
Transaction Agreement.
--------------------------------------------------------------------------------------------------------------------------
NIELSEN HOLDINGS PLC Agenda Number: 935689654
--------------------------------------------------------------------------------------------------------------------------
Security: G6518L111
Meeting Type: Special
Meeting Date: 01-Sep-2022
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve a Scheme to be made between Mgmt For For
Nielsen and the Scheme Shareholders (as
defined in the Scheme).
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NISOURCE INC. Agenda Number: 935817291
--------------------------------------------------------------------------------------------------------------------------
Security: 65473P105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: NI
ISIN: US65473P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Peter A. Altabef
1b. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Sondra L. Barbour
1c. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Theodore H. Bunting, Jr.
1d. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting: Eric
L. Butler
1e. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Aristides S. Candris
1f. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Deborah A. Henretta
1g. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Deborah A. P. Hersman
1h. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Michael E. Jesanis
1i. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
William D. Johnson
1j. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Kevin T. Kabat
1k. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Cassandra S. Lee
1l. Election of Director to hold office until Mgmt For For
the next Annual Stockholders' Meeting:
Lloyd M. Yates
2. To approve named executive officer Mgmt For For
compensation on an advisory basis.
3. To approve the frequency of future advisory Mgmt 1 Year For
votes on named executive officer
compensation on an advisory basis.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023.
5. To approve an Amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
increase the number of authorized shares of
common stock.
6. Stockholder proposal requesting the Shr Against For
adoption of a policy requiring the
separation of the roles of Chairman of the
Board and Chief Executive Officer.
--------------------------------------------------------------------------------------------------------------------------
NORFOLK SOUTHERN CORPORATION Agenda Number: 935801729
--------------------------------------------------------------------------------------------------------------------------
Security: 655844108
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: NSC
ISIN: US6558441084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas D. Bell, Jr. Mgmt For For
1b. Election of Director: Mitchell E. Daniels, Mgmt For For
Jr.
1c. Election of Director: Marcela E. Donadio Mgmt For For
1d. Election of Director: John C. Huffard, Jr. Mgmt For For
1e. Election of Director: Christopher T. Jones Mgmt For For
1f. Election of Director: Thomas C. Kelleher Mgmt For For
1g. Election of Director: Steven F. Leer Mgmt For For
1h. Election of Director: Michael D. Lockhart Mgmt For For
1i. Election of Director: Amy E. Miles Mgmt For For
1j. Election of Director: Claude Mongeau Mgmt For For
1k. Election of Director: Jennifer F. Scanlon Mgmt For For
1l. Election of Director: Alan H. Shaw Mgmt For For
1m. Election of Director: John R. Thompson Mgmt For For
2. Ratification of the appointment of KPMG Mgmt For For
LLP, independent registered public
accounting firm, as Norfolk Southern's
independent auditors for the year ending
December 31, 2023.
3. Approval of the advisory resolution on Mgmt For For
executive compensation, as disclosed in the
proxy statement for the 2023 Annual Meeting
of Shareholders.
4. Frequency of advisory resolution on Mgmt 1 Year For
executive compensation.
5. A shareholder proposal regarding street Shr Against For
name and non-street name shareholders'
rights to call a special meeting.
--------------------------------------------------------------------------------------------------------------------------
NORTHERN TRUST CORPORATION Agenda Number: 935775683
--------------------------------------------------------------------------------------------------------------------------
Security: 665859104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: NTRS
ISIN: US6658591044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda Walker Bynoe Mgmt For For
1b. Election of Director: Susan Crown Mgmt For For
1c. Election of Director: Dean M. Harrison Mgmt For For
1d. Election of Director: Jay L. Henderson Mgmt For For
1e. Election of Director: Marcy S. Klevorn Mgmt For For
1f. Election of Director: Siddharth N. (Bobby) Mgmt For For
Mehta
1g. Election of Director: Michael G. O'Grady Mgmt For For
1h. Election of Director: Jose Luis Prado Mgmt For For
1i. Election of Director: Martin P. Slark Mgmt For For
1j. Election of Director: David H. B. Smith, Mgmt For For
Jr.
1k. Election of Director: Donald Thompson Mgmt For For
1l. Election of Director: Charles A. Tribbett Mgmt For For
III
2. Approval, by an advisory vote, of the 2022 Mgmt For For
compensation of the Corporation's named
executive officers.
3. Recommendation, by an advisory vote, on the Mgmt 1 Year For
frequency with which the Corporation should
hold advisory votes on executive
compensation.
4. Ratification of the appointment of KPMG LLP Mgmt For For
as the Corporation's independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
NORTHROP GRUMMAN CORPORATION Agenda Number: 935809763
--------------------------------------------------------------------------------------------------------------------------
Security: 666807102
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: NOC
ISIN: US6668071029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kathy J. Warden Mgmt For For
1b. Election of Director: David P. Abney Mgmt For For
1c. Election of Director: Marianne C. Brown Mgmt For For
1d. Election of Director: Ann M. Fudge Mgmt For For
1e. Election of Director: Madeleine A. Kleiner Mgmt For For
1f. Election of Director: Arvind Krishna Mgmt For For
1g. Election of Director: Graham N. Robinson Mgmt For For
1h. Election of Director: Kimberly A. Ross Mgmt For For
1i. Election of Director: Gary Roughead Mgmt For For
1j. Election of Director: Thomas M. Schoewe Mgmt For For
1k. Election of Director: James S. Turley Mgmt For For
1l. Election of Director: Mark A. Welsh III Mgmt For For
1m. Election of Director: Mary A. Winston Mgmt For For
2. Proposal to approve, on an advisory basis, Mgmt For For
the compensation of the Company's Named
Executive Officers.
3. Proposal to vote on the preferred frequency Mgmt 1 Year For
of future advisory votes on the
compensation of the Company's Named
Executive Officers.
4. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as the Company's
Independent Auditor for fiscal year ending
December 31, 2023.
5. Proposal to amend the Company's Amended and Mgmt For For
Restated Certificate of Incorporation to
reduce the threshold to call a special
meeting of shareholders.
6. Shareholder proposal to annually conduct an Shr Against For
evaluation and issue a report describing
the alignment of the Company's political
activities with its human rights policy
7. Shareholder proposal to provide for an Shr Against For
independent Board chair.
--------------------------------------------------------------------------------------------------------------------------
NUBIA BRAND INTERNATIONAL CORP. Agenda Number: 935892023
--------------------------------------------------------------------------------------------------------------------------
Security: 67022R103
Meeting Type: Special
Meeting Date: 14-Jun-2023
Ticker: NUBI
ISIN: US67022R1032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - To amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation to allow the Company to
extend the date by which the Company must
consummate a business combination (as
defined below) (the "Extension") on a
monthly basis up to six times from June 15,
2023 (the date that is 15 months from the
closing date of the Company's initial
public offering of units (the "IPO")) to
December 15, 2023 (the date that is 21
months from the closing date of the IPO).
2. TERMINATION AMENDMENT - To amend the Mgmt For For
Investment Management Trust Agreement,
dated March 10, 2022, by and between the
Company and Continental Stock Transfer &
Trust Company (the "Trustee"), to allow the
Company to extend the date on which the
Trustee must liquidate the trust account
established by the Company in connection
with the IPO (the "trust account") if the
Company has not completed its initial
business combination, on a monthly basis up
to six times from June 15, 2023 (the date
that is 15 months from the closing date of
the IPO) to December 15, 2023.
3. To approve the adjournment of the special Mgmt For For
meeting to a later date or dates, if
necessary, to permit further solicitation &
vote of proxies in the event that there are
insufficient votes to approve the Extension
Amendment or the Trust Amendment Proposal
or if the Company determines that
additional time is necessary to effectuate
the Extension. The Adjournment Proposal
will only be presented at the special
meeting if there are not sufficient votes
for, or otherwise in connection with, the
approval of the Extension Amendment & Trust
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
NXP SEMICONDUCTORS N.V. Agenda Number: 935858475
--------------------------------------------------------------------------------------------------------------------------
Security: N6596X109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: NXPI
ISIN: NL0009538784
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the 2022 Statutory Annual Mgmt For For
Accounts
2. Discharge the members of the Company's Mgmt For For
Board of Directors (the "Board") for their
responsibilities in the financial year
ended December 31, 2022
3a. Re-appoint Kurt Sievers as executive Mgmt For For
director
3b. Re-appoint Annette Clayton as non-executive Mgmt For For
director
3c. Re-appoint Anthony Foxx as non-executive Mgmt For For
director
3d. Re-appoint Chunyuan Gu as non-executive Mgmt For For
director
3e. Re-appoint Lena Olving as non-executive Mgmt For For
director
3f. Re-appoint Julie Southern as non-executive Mgmt For For
director
3g. Re-appoint Jasmin Staiblin as non-executive Mgmt For For
director
3h. Re-appoint Gregory Summe as non-executive Mgmt For For
director
3i. Re-appoint Karl-Henrik Sundstrom as Mgmt For For
non-executive director
3j. Appoint Moshe Gavrielov as non-executive Mgmt For For
director
4. Authorization of the Board to issue Mgmt For For
ordinary shares of the Company ("ordinary
shares") and grant rights to acquire
ordinary shares
5. Authorization of the Board to restrict or Mgmt For For
exclude preemption rights accruing in
connection with an issue of shares or grant
of rights
6. Authorization of the Board to repurchase Mgmt For For
ordinary shares
7. Authorization of the Board to cancel Mgmt For For
ordinary shares held or to be acquired by
the Company
8. Re-appointment of Ernst & Young Accountants Mgmt For For
LLP as our independent auditors for the
fiscal year ending December 31, 2023
9. Non-binding, advisory vote to approve Named Mgmt For For
Executive Officer compensation
--------------------------------------------------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC. Agenda Number: 935808494
--------------------------------------------------------------------------------------------------------------------------
Security: 67103H107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ORLY
ISIN: US67103H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David O'Reilly Mgmt For For
1b. Election of Director: Larry O'Reilly Mgmt For For
1c. Election of Director: Greg Henslee Mgmt For For
1d. Election of Director: Jay D. Burchfield Mgmt For For
1e. Election of Director: Thomas T. Hendrickson Mgmt For For
1f. Election of Director: John R. Murphy Mgmt For For
1g. Election of Director: Dana M. Perlman Mgmt For For
1h. Election of Director: Maria A. Sastre Mgmt For For
1i. Election of Director: Andrea M. Weiss Mgmt For For
1j. Election of Director: Fred Whitfield Mgmt Against Against
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
say on pay votes.
4. Ratification of appointment of Ernst & Mgmt For For
Young LLP as independent auditors for the
fiscal year ending December 31, 2023.
5. Shareholder proposal entitled "Independent Shr Against For
Board Chairman."
--------------------------------------------------------------------------------------------------------------------------
OCCIDENTAL PETROLEUM CORPORATION Agenda Number: 935786713
--------------------------------------------------------------------------------------------------------------------------
Security: 674599105
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: OXY
ISIN: US6745991058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vicky A. Bailey Mgmt For For
1b. Election of Director: Andrew Gould Mgmt For For
1c. Election of Director: Carlos M. Gutierrez Mgmt For For
1d. Election of Director: Vicki Hollub Mgmt For For
1e. Election of Director: William R. Klesse Mgmt For For
1f. Election of Director: Jack B. Moore Mgmt For For
1g. Election of Director: Claire O'Neill Mgmt For For
1h. Election of Director: Avedick B. Poladian Mgmt For For
1i. Election of Director: Ken Robinson Mgmt For For
1j. Election of Director: Robert M. Shearer Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes to Approve Named Executive
Officer Compensation.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Selection of KPMG as Mgmt For For
Occidental's Independent Auditor.
5. Shareholder Proposal Requesting an Shr Against For
Independent Board Chairman Policy.
--------------------------------------------------------------------------------------------------------------------------
OCEANTECH ACQUISITIONS I CORP. Agenda Number: 935730324
--------------------------------------------------------------------------------------------------------------------------
Security: 675507107
Meeting Type: Special
Meeting Date: 29-Nov-2022
Ticker: OTEC
ISIN: US6755071072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from 12/02/2022 to
06/02/2023, or such earlier date as
determined by the Board of Directors,
provided that Sponsor (or its affiliates or
permitted designees) will deposit into
Trust Account $125,000 for each such 1
month extension until 06/02/2023, unless
the closing of the Company's initial
business combination shall have occurred,
which we refer to as "Extension Amendment
Proposal."
2. Trust Amendment Proposal: Amend the Mgmt For For
Company's investment management trust
agreement, dated as of May 27, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, (i) allowing the
Company to extend the business combination
period from December 2, 2022 to June 2,
2023 and (ii) updating certain defined
terms in the Trust Agreement.
3. Adjournment Proposal: Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal and the Trust
Amendment Proposal, which we refer to as
the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
OMNILIT ACQUISITION CORP. Agenda Number: 935741973
--------------------------------------------------------------------------------------------------------------------------
Security: 68218C108
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: OLIT
ISIN: US68218C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to amend Mgmt For For
the Company's amended and restated
certificate of incorporation by allowing us
to extend (the "Extension") the date by
which we have to consummate a business
combination (the "Combination Period") for
an additional nine (9) months, from
February 12, 2023 (the date which is 15
months from the closing date of our initial
public offering of our units (the "IPO") to
November 12, 2023, (the "Extended Date").
2. The Trust Amendment Proposal - to amend the Mgmt For For
Investment Management Trust Agreement,
dated November 8, 2021, (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Company (the
"Trustee"), pursuant to an amendment to the
Trust Agreement in the form set forth in
Annex B of the accompanying proxy statement
(the "Trust Amendment"), to authorize the
Extension and its implementation by the
Company.
3. The Adjournment Proposal - to approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
foregoing proposals. The Adjournment
Proposal will only be presented at the
Special Meeting if there are not sufficient
votes to approve the Extension Amendment
Proposal or the Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ON SEMICONDUCTOR CORPORATION Agenda Number: 935803468
--------------------------------------------------------------------------------------------------------------------------
Security: 682189105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ON
ISIN: US6821891057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Atsushi Abe Mgmt For For
1b. Election of Director: Alan Campbell Mgmt For For
1c. Election of Director: Susan K. Carter Mgmt For For
1d. Election of Director: Thomas L. Deitrich Mgmt For For
1e. Election of Director: Hassane El-Khoury Mgmt For For
1f. Election of Director: Bruce E. Kiddoo Mgmt For For
1g. Election of Director: Paul A. Mascarenas Mgmt For For
1h. Election of Director: Gregory Waters Mgmt For For
1i. Election of Director: Christine Y. Yan Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers
(Say-on-Pay).
3. Advisory vote to approve the frequency of Mgmt 1 Year For
future Say-on-Pay votes.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered accounting firm for
the year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ONEOK, INC. Agenda Number: 935817037
--------------------------------------------------------------------------------------------------------------------------
Security: 682680103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: OKE
ISIN: US6826801036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brian L. Derksen Mgmt For For
1b. Election of Director: Julie H. Edwards Mgmt For For
1c. Election of Director: Mark W. Helderman Mgmt For For
1d. Election of Director: Randall J. Larson Mgmt For For
1e. Election of Director: Steven J. Malcolm Mgmt For For
1f. Election of Director: Jim W. Mogg Mgmt For For
1g. Election of Director: Pattye L. Moore Mgmt For For
1h. Election of Director: Pierce H. Norton II Mgmt For For
1i. Election of Director: Eduardo A. Rodriguez Mgmt For For
1j. Election of Director: Gerald B. Smith Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm of ONEOK, Inc. for the year ending
December 31, 2023.
3. Amendment and restatement of the ONEOK, Mgmt For For
Inc. Employee Stock Purchase Plan to
increase the total number of shares under
the Plan.
4. An advisory vote to approve ONEOK, Inc.'s Mgmt For For
executive compensation.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding the shareholder advisory vote on
ONEOK's executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ONYX ACQUISITION CO. I Agenda Number: 935748509
--------------------------------------------------------------------------------------------------------------------------
Security: G6755Q109
Meeting Type: Special
Meeting Date: 26-Jan-2023
Ticker: ONYX
ISIN: KYG6755Q1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life: Amend the Mgmt For For
Company's amended and restated memorandum
and articles of association (the
"Articles") to extend the date that the
Company has to consummate a business
combination from February 5, 2023 to August
7, 2023.
2. Redemption Limitation Amendment: Amend the Mgmt For For
Company's Articles to eliminate the
limitation that the Company shall not
redeem Class A ordinary shares included as
part of the units sold in the IPO
(including any shares issued in exchange
thereof) to the extent that such redemption
would cause the Company's net tangible
assets to be less than $5,000,001.
3. Adjournment: Adjourn the Extraordinary Mgmt For For
General Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
OPY ACQUISITION CORP I Agenda Number: 935746745
--------------------------------------------------------------------------------------------------------------------------
Security: 671005106
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: OHAA
ISIN: US6710051060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To amend Mgmt For For
our amended and restated certificate of
incorporation (the "charter") to extend the
initial period of time by which we have to
consummate an initial business combination
from April 29, 2023 to October 30, 2023,
(the "New Termination Date") pursuant to an
amendment in the form set forth in Annex A
of the accompanying proxy statement (the
"Charter Amendment Proposal").
2.1 Re-election of Director to the Company's Mgmt For For
Board, such director to serve until the
next annual meeting of stockholders
following the special meeting or until the
election and qualification of their
respective successors, subject to their
earlier death, resignation or removal:
Jonathan B. Siegel
2.2 Re-election of Director to the Company's Mgmt For For
Board, such director to serve until the
next annual meeting of stockholders
following the special meeting or until the
election and qualification of their
respective successors, subject to their
earlier death, resignation or removal:
David R. Epstein
2.3 Re-election of Director to the Company's Mgmt For For
Board, such director to serve until the
next annual meeting of stockholders
following the special meeting or until the
election and qualification of their
respective successors, subject to their
earlier death, resignation or removal: Kim
D. Blickenstaff
2.4 Re-election of Director to the Company's Mgmt For For
Board, such director to serve until the
next annual meeting of stockholders
following the special meeting or until the
election and qualification of their
respective successors, subject to their
earlier death, resignation or removal:
Jonathan B. Fassberg
2.5 Re-election of Director to the Company's Mgmt For For
Board, such director to serve until the
next annual meeting of stockholders
following the special meeting or until the
election and qualification of their
respective successors, subject to their
earlier death, resignation or removal:
Barbara L. Weber
3. The Adjournment Proposal: To approve one or Mgmt For For
more adjournments of the special meeting
from time to time, if requested by the
chairman of the special meeting.
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION Agenda Number: 935715182
--------------------------------------------------------------------------------------------------------------------------
Security: 68389X105
Meeting Type: Annual
Meeting Date: 16-Nov-2022
Ticker: ORCL
ISIN: US68389X1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Awo Ablo Mgmt For For
Jeffrey S. Berg Mgmt For For
Michael J. Boskin Mgmt For For
Safra A. Catz Mgmt For For
Bruce R. Chizen Mgmt For For
George H. Conrades Mgmt For For
Lawrence J. Ellison Mgmt For For
Rona A. Fairhead Mgmt For For
Jeffrey O. Henley Mgmt For For
Renee J. James Mgmt For For
Charles W. Moorman Mgmt For For
Leon E. Panetta Mgmt For For
William G. Parrett Mgmt For For
Naomi O. Seligman Mgmt For For
Vishal Sikka Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Ratification of the Selection of our Mgmt For For
Independent Registered Public Accounting
Firm.
--------------------------------------------------------------------------------------------------------------------------
ORGANON & CO. Agenda Number: 935839588
--------------------------------------------------------------------------------------------------------------------------
Security: 68622V106
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: OGN
ISIN: US68622V1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Carrie S. Mgmt For For
Cox
1b. Election of Class II Director: Alan Mgmt For For
Ezekowitz, M.D.
1c. Election of Class II Director: Helene Mgmt For For
Gayle, M.D.
1d. Election of Class II Director: Deborah Mgmt For For
Leone
2. Approve, on a non-binding advisory basis, Mgmt For For
the compensation of Organon's Named
Executive Officers.
3. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Organon's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
ORION ACQUISITION CORP. Agenda Number: 935725501
--------------------------------------------------------------------------------------------------------------------------
Security: 68626A108
Meeting Type: Special
Meeting Date: 21-Nov-2022
Ticker: OHPA
ISIN: US68626A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To permit the Mgmt For For
Company to liquidate & wind up early by
amending the Charter to (i) change the date
by which the Company must consummate an
initial business combination, from
03/04/2023 to 12/01/2022 (ii) remove the
Redemption Limitation (as defined in the
Charter) to allow the Company to redeem
Public Shares notwithstanding fact that
such redemption would result in the Company
having net tangible assets of less than
$5,000,001, (iii) allow the Company to
remove up to $100,000 of interest.
2. Adjournment Proposal - To adjourn the Mgmt For For
Special Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are insufficient
votes from the holders of shares of the
Company's Common Stock to approve the
Charter Amendment Proposal or if otherwise
determined by the chairperson of the
Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
OTIS WORLDWIDE CORPORATION Agenda Number: 935801173
--------------------------------------------------------------------------------------------------------------------------
Security: 68902V107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: OTIS
ISIN: US68902V1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey H. Black Mgmt For For
1b. Election of Director: Nelda J. Connors Mgmt For For
1c. Election of Director: Kathy Hopinkah Hannan Mgmt For For
1d. Election of Director: Shailesh G. Jejurikar Mgmt For For
1e. Election of Director: Christopher J. Mgmt For For
Kearney
1f. Election of Director: Judith F. Marks Mgmt For For
1g. Election of Director: Harold W. McGraw III Mgmt For For
1h. Election of Director: Margaret M. V. Mgmt For For
Preston
1i. Election of Director: Shelley Stewart, Jr. Mgmt For For
1j. Election of Director: John H. Walker Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
4. Shareholder proposal for an Independent Shr Against For
Board Chairman, if properly presented
--------------------------------------------------------------------------------------------------------------------------
OYSTER ENTERPRISES ACQUISITION CORP. Agenda Number: 935745236
--------------------------------------------------------------------------------------------------------------------------
Security: 69242M104
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: OSTR
ISIN: US69242M1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - To permit Mgmt For For
the Company to liquidate and wind up early
by amending the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") to (i) amend the date by which
the Company must consummate a merger,
capital stock exchange, asset acquisition,
stock purchase, reorganization or similar
business combination, which we refer to as
our initial business combination, from
January 22, 2023 (the "Original Termination
Date") to such other ...(due to space
limits,see proxy material for full
proposal).
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated January 19, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee to change the date on which
Continental must commence liquidation of
the Trust Account established in connection
with the Company's initial public offering
from the Original Termination Date to the
Amended Termination Date (the "Early
Termination Trust Amendment Proposal").
3. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Charter Amendment Proposal
and Early Termination Trust Amendment
Proposal or if otherwise determined by the
chairperson of the Special Meeting to be
necessary or appropriate.
--------------------------------------------------------------------------------------------------------------------------
PACCAR INC Agenda Number: 935776849
--------------------------------------------------------------------------------------------------------------------------
Security: 693718108
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: PCAR
ISIN: US6937181088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for one-year Mgmt For For
term: Mark C. Pigott
1b. Election of Director to serve for one-year Mgmt For For
term: Dame Alison J. Carnwath
1c. Election of Director to serve for one-year Mgmt For For
term: Franklin L. Feder
1d. Election of Director to serve for one-year Mgmt For For
term: R. Preston Feight
1e. Election of Director to serve for one-year Mgmt For For
term: Kirk S. Hachigian
1f. Election of Director to serve for one-year Mgmt For For
term: Barbara B. Hulit
1g. Election of Director to serve for one-year Mgmt For For
term: Roderick C. McGeary
1h Election of Director to serve for one-year Mgmt For For
term: Cynthia A. Niekamp
1i. Election of Director to serve for one-year Mgmt For For
term: John M. Pigott
1j. Election of Director to serve for one-year Mgmt For For
term: Ganesh Ramaswamy
1k. Election of Director to serve for one-year Mgmt For For
term: Mark A. Schulz
1l. Election of Director to serve for one-year Mgmt For For
term: Gregory M. E. Spierkel
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of executive Mgmt 3 Years For
compensation votes
4. Advisory vote on the ratification of Mgmt For For
independent auditors
5. Stockholder proposal regarding ratification Shr For Against
of executive termination pay
6. Stockholder proposal regarding a report on Shr Against For
climate-related policy engagement
--------------------------------------------------------------------------------------------------------------------------
PAPAYA GROWTH OPPORTUNITY CORP. I Agenda Number: 935800929
--------------------------------------------------------------------------------------------------------------------------
Security: 69882P102
Meeting Type: Special
Meeting Date: 12-Apr-2023
Ticker: PPYA
ISIN: US69882P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - to approve Mgmt For For
the adoption of an amendment to the
Company's Second Amended and Restated
Certificate of Incorporation to provide the
Company's Board of Directors with the right
to extend the date by which the Company has
to consummate a business combination (the
"Combination Period") up to six times for
an additional one month each time, from
April 19, 2023 to October 19, 2023.
2. The Trust Amendment Proposal - to approve Mgmt For For
the adoption of an amendment to the
Investment Management Trust Agreement,
dated January 13 2022, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to allow the
Company to extend the Combination Period up
to six times for an additional one month
each time from April 19, 2023 to October
19, 2023 by depositing into the Trust
Account, for each one month extension, the
lesser of (a) $325,000 and (b) $0.0325 for
each outstanding share of the Company's
Class A common stock.
3. The Adjournment Proposal - to approve Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation or if otherwise
determined by the chairperson of the
Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
PARABELLUM ACQUISITION CORP. Agenda Number: 935746175
--------------------------------------------------------------------------------------------------------------------------
Security: 69901P109
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: PRBM
ISIN: US69901P1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: Amend the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination up to six
(6) times for an additional one (1) month
each time, from March 30, 2023 to September
30, 2023 (i.e., for a period of time ending
24 months from the consummation of its
initial public offering).
--------------------------------------------------------------------------------------------------------------------------
PARAMOUNT GLOBAL Agenda Number: 935791372
--------------------------------------------------------------------------------------------------------------------------
Security: 92556H206
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: PARA
ISIN: US92556H2067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Non-Voting agenda Mgmt Abstain
--------------------------------------------------------------------------------------------------------------------------
PATRIA LATIN AMERICAN OPP ACQUI CORP. Agenda Number: 935881397
--------------------------------------------------------------------------------------------------------------------------
Security: G69454109
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: PLAO
ISIN: KYG694541098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal- A Mgmt For For
proposal (the "Extension Amendment
Proposal") to amend, by way of special
resolution, PLAO's Articles, as set forth
in Annex A of the accompanying Proxy
Statement, and the investment management
trust agreement (the "Trust Agreement")
dated as of March 9, 2022 by and between
the Company and Continental Stock Transfer
& Trust Company, a New York corporation
(the "Trustee"), as set forth in Annex B of
the accompanying Proxy Statement, to extend
the date ...(due to space limits, see proxy
statement for full proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - To amend, by way of special
resolution, the Company's Articles, as
provided by the second resolution in the
form set forth in Annex A to the
accompanying proxy statement (the
"Redemption Limitation Amendment" and such
proposal, the "Redemption Limitation
Amendment Proposal") to eliminate from the
Articles the limitation that the Company
shall not redeem Class A Ordinary Shares
included as part of the units sold in the
IPO (including ...(due to space limits, see
proxy statement for full proposal).
3. The Founder Conversion Amendment Proposal - Mgmt For For
To amend, by way of special resolution, the
Company's Articles, as provided by the
third resolution in the form set forth in
Annex A to the accompanying proxy statement
(the "Founder Conversion Amendment" and
such proposal, the "Founder Conversion
Amendment Proposal") to provide that the
Class B Ordinary Shares may be converted
either at the time of the consummation of
the Company's initial Business Combination
or at any earlier date at the option of the
holders of the Class B Ordinary Shares.
4. The Adjournment Proposal - To adjourn, by Mgmt For For
way of ordinary resolution, the Shareholder
Meeting to a later date or dates, if
necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A Ordinary Shares, par value $0.0001
per share and Class B Ordinary Shares, par
value $0.0001 per share in the capital of
PLAO represented (either in person or by
proxy) to approve the Extension ...(due to
space limits, see proxy statement for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
PAYCHEX, INC. Agenda Number: 935704812
--------------------------------------------------------------------------------------------------------------------------
Security: 704326107
Meeting Type: Annual
Meeting Date: 13-Oct-2022
Ticker: PAYX
ISIN: US7043261079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Martin Mucci Mgmt For For
1b. Election of Director: Thomas F. Bonadio Mgmt For For
1c. Election of Director: Joseph G. Doody Mgmt For For
1d. Election of Director: David J.S. Flaschen Mgmt For For
1e. Election of Director: B. Thomas Golisano Mgmt For For
1f. Election of Director: Pamela A. Joseph Mgmt For For
1g. Election of Director: Kevin A. Price Mgmt For For
1h. Election of Director: Joseph M. Tucci Mgmt For For
1i. Election of Director: Joseph M. Velli Mgmt For For
1j. Election of Director: Kara Wilson Mgmt For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
3. RATIFICATION OF SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
--------------------------------------------------------------------------------------------------------------------------
PAYCOM SOFTWARE, INC. Agenda Number: 935812227
--------------------------------------------------------------------------------------------------------------------------
Security: 70432V102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: PAYC
ISIN: US70432V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class I director: Sharen J. Mgmt For For
Turney
1.2 Election of Class I director: J.C. Watts, Mgmt For For
Jr.
2. Ratification of the appointment of Grant Mgmt For For
Thornton LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
4. Approval of the Paycom Software, Inc. 2023 Mgmt For For
Long-Term Incentive Plan.
5. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company.
6. Stockholder proposal to adopt a majority Shr Against For
vote standard in uncontested director
elections, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 935821036
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rodney C. Adkins Mgmt For For
1b. Election of Director: Jonathan Christodoro Mgmt For For
1c. Election of Director: John J. Donahoe Mgmt For For
1d. Election of Director: David W. Dorman Mgmt For For
1e. Election of Director: Belinda J. Johnson Mgmt For For
1f. Election of Director: Enrique Lores Mgmt For For
1g. Election of Director: Gail J. McGovern Mgmt For For
1h. Election of Director: Deborah M. Messemer Mgmt For For
1i. Election of Director: David M. Moffett Mgmt For For
1j. Election of Director: Ann M. Sarnoff Mgmt For For
1k. Election of Director: Daniel H. Schulman Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Approval of the PayPal Holdings, Inc. 2015 Mgmt For For
Equity Incentive Award Plan, as Amended and
Restated.
4. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our
Independent Auditor for 2023.
5. Stockholder Proposal - Provision of Shr Against For
Services in Conflict Zones.
6. Stockholder Proposal - Reproductive Rights Shr Against For
and Data Privacy.
7. Stockholder Proposal - PayPal Transparency Shr Against For
Reports.
8. Stockholder Proposal - Report on Ensuring Shr Against For
Respect for Civil Liberties.
9. Stockholder Proposal - Adopt Majority Vote Shr Against For
Standard for Director Elections.
--------------------------------------------------------------------------------------------------------------------------
PEARL HOLDINGS ACQUISITION CORP Agenda Number: 935879950
--------------------------------------------------------------------------------------------------------------------------
Security: G44525106
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: PRLH
ISIN: KYG445251062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") as set forth in
Annex A of the accompanying proxy statement
to extend the date by which the Company
must either (i) consummate a merger, share
exchange, asset acquisition, share
purchase, reorganisation or similar
business combination, as further described
in the Charter, (an initial "Business
Combination") or (ii) cease its operations
...(due to space limits, see proxy material
for full proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend the Company's Charter as set forth in
Annex A of the accompanying proxy statement
to eliminate from the Charter the
limitation that the Company shall not
redeem public shares to the extent that
such redemption would cause the Company's
net tangible assets to be less than
US$5,000,001 following such redemptions
(the "Redemption Limitation") in order to
allow the Company to redeem public shares
irrespective ...(due to space limits, see
proxy material for full proposal).
3. The Liquidation Amendment Proposal - as a Mgmt Against Against
special resolution, to amend the Company's
Charter as set forth in Annex A of the
accompanying proxy statement to permit the
Board, in its sole discretion, to elect to
cease all operations on an earlier date
(the "Liquidation Amendment" and such
proposal, the "Liquidation Amendment
Proposal" and, collectively with the
Extension Proposal and the Redemption
Limitation Amendment Proposal, the "Charter
Amendment Proposals").
4. The Trust Amendment Proposal - a proposal Mgmt For For
to amend the Company's investment
management trust agreement, dated as of
December 14, 2021, by and between
Continental Stock Transfer & Trust Company
("Continental") and the Company (the "Trust
Agreement") pursuant to an amendment to the
Trust Agreement in the form set forth in
Annex B of the accompanying proxy statement
to extend the date by which the Company
would be required to consummate our initial
Business Combination from the Original
Expiration Date, to the ...(due to space
limits, see proxy material for full
proposal).
5. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, either (i) to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of any of the Charter Amendment
Proposals or the Trust Amendment Proposal,
which will only be presented at the
Extraordinary General Meeting if, based on
the tabulated votes, ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
PEGASUS DIGITAL MOBILITY ACQ CORP. Agenda Number: 935811364
--------------------------------------------------------------------------------------------------------------------------
Security: G69768102
Meeting Type: Special
Meeting Date: 19-Apr-2023
Ticker: PGSS
ISIN: KYG697681024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Articles Amendment Proposal - RESOLVED, Mgmt For For
as a special resolution, that, conditional
upon the Company having net tangible assets
of at least US$5,000,001 after giving
effect to any share redemptions in
connection with this resolution pursuant to
article 54.7 of the existing memorandum and
articles of association of the Company, the
existing memorandum and articles of
association of the Company be and are
hereby replaced in their entirety with the
new second amended and ...(due to space
limits, see proxy material for full
proposal).
2. The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the extraordinary general meeting sine
die or to a later time, date and place to
be determined by the chairman of the
extraordinary general meeting be and is
hereby authorized and approved.
--------------------------------------------------------------------------------------------------------------------------
PENTAIR PLC Agenda Number: 935791601
--------------------------------------------------------------------------------------------------------------------------
Security: G7S00T104
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: PNR
ISIN: IE00BLS09M33
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Re-election of director: Mona Abutaleb Mgmt For For
Stephenson
1b. Re-election of director: Melissa Barra Mgmt For For
1c. Re-election of director: T. Michael Glenn Mgmt For For
1d. Re-election of director: Theodore L. Harris Mgmt For For
1e. Re-election of director: David A. Jones Mgmt For For
1f. Re-election of director: Gregory E. Knight Mgmt For For
1g. Re-election of director: Michael T. Mgmt For For
Speetzen
1h. Re-election of director: John L. Stauch Mgmt For For
1i. Re-election of director: Billie I. Mgmt For For
Williamson
2. To approve, by nonbinding, advisory vote, Mgmt For For
the compensation of the named executive
officers.
3. To approve, by nonbinding, advisory vote, Mgmt 1 Year For
the frequency of future advisory votes on
the compensation of the named executive
officers.
4. To ratify, by nonbinding, advisory vote, Mgmt For For
the appointment of Deloitte & Touche LLP as
the independent auditor of Pentair plc and
to authorize, by binding vote, the Audit
and Finance Committee of the Board of
Directors to set the auditor's
remuneration.
5. To authorize the Board of Directors to Mgmt For For
allot new shares under Irish law.
6. To authorize the Board of Directors to Mgmt For For
opt-out of statutory preemption rights
under Irish law (Special Resolution).
7. To authorize the price range at which Mgmt For For
Pentair plc can re-allot shares it holds as
treasury shares under Irish law (Special
Resolution).
--------------------------------------------------------------------------------------------------------------------------
PEPPERLIME HEALTH ACQUISITION CORP. Agenda Number: 935752471
--------------------------------------------------------------------------------------------------------------------------
Security: G70021103
Meeting Type: Special
Meeting Date: 11-Jan-2023
Ticker: PEPL
ISIN: KYG700211033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - A special Mgmt For For
resolution to approve the extension of the
date by which the Company must consummate
an initial business combination from April
19, 2023 (which is 18 months from the
closing of our initial public offering) to
October 19, 2023 (the "Extended Date") by
amending the Company's Amended and Restated
Memorandum and Articles of Association, in
the form set forth in Annex A to the
accompanying Proxy Statement (the
"Extension Amendment Proposal" and any such
extension effected pursuant thereto, the
"Extension").
2. Adjournment Proposal - An ordinary Mgmt For For
resolution to approve the adjournment of
the Special Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies and if,
based upon the tabulated vote at the time
of the Special Meeting, there are
insufficient votes to approve the Extension
Amendment Proposal (the "Adjournment
Proposal"). The Adjournment Proposal is
only expected to be presented at the
Special Meeting if there are not sufficient
votes to approve the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 935784795
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Segun Agbaje Mgmt For For
1b. Election of Director: Jennifer Bailey Mgmt For For
1c. Election of Director: Cesar Conde Mgmt For For
1d. Election of Director: Ian Cook Mgmt For For
1e. Election of Director: Edith W. Cooper Mgmt For For
1f. Election of Director: Susan M. Diamond Mgmt For For
1g. Election of Director: Dina Dublon Mgmt For For
1h. Election of Director: Michelle Gass Mgmt For For
1i. Election of Director: Ramon L. Laguarta Mgmt For For
1j. Election of Director: Dave J. Lewis Mgmt For For
1k. Election of Director: David C. Page Mgmt For For
1l. Election of Director: Robert C. Pohlad Mgmt For For
1m. Election of Director: Daniel Vasella Mgmt For For
1n. Election of Director: Darren Walker Mgmt For For
1o. Election of Director: Alberto Weisser Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for fiscal year
2023.
3. Advisory approval of the Company's Mgmt For For
executive compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
5. Shareholder Proposal - Independent Board Shr Against For
Chair.
6. Shareholder Proposal - Global Transparency Shr Against For
Report.
7. Shareholder Proposal - Report on Impacts of Shr Against For
Reproductive Healthcare Legislation
8. Shareholder Proposal - Congruency Report on Shr Against For
Net-Zero Emissions Policies.
--------------------------------------------------------------------------------------------------------------------------
PERCEPTION CAPITAL CORPORATION II Agenda Number: 935723507
--------------------------------------------------------------------------------------------------------------------------
Security: G7007D128
Meeting Type: Special
Meeting Date: 28-Oct-2022
Ticker: PCCTU
ISIN: KYG7007D1280
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment - To amend the company's Mgmt For For
amended and restated memorandum and
articles of association to extend the date
by which the company must (1) consummate a
merger, amalgamation, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (the
"initial business combination"), (2) cease
its operations except for the purpose of
winding up if it fails to complete such
initial business combination, and (3)
redeem all of the class a ordinary ...(due
to space limits, see proxy material for
full proposal).
2. Adjournment - To approve the adjournment of Mgmt For For
the general meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the extension proposal (the
"adjournment proposal"), which will be
presented at the general meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of the general
meeting to approve the extension proposal,
in which ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 935778451
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: PFE
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald E. Blaylock Mgmt For For
1b. Election of Director: Albert Bourla Mgmt For For
1c. Election of Director: Susan Mgmt For For
Desmond-Hellmann
1d. Election of Director: Joseph J. Echevarria Mgmt For For
1e. Election of Director: Scott Gottlieb Mgmt For For
1f. Election of Director: Helen H. Hobbs Mgmt For For
1g. Election of Director: Susan Hockfield Mgmt For For
1h. Election of Director: Dan R. Littman Mgmt For For
1i. Election of Director: Shantanu Narayen Mgmt For For
1j. Election of Director: Suzanne Nora Johnson Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: James C. Smith Mgmt For For
2. Ratify the selection of KPMG LLP as Mgmt For For
independent registered public accounting
firm for 2023
3. 2023 advisory approval of executive Mgmt For For
compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
5. Shareholder proposal regarding ratification Shr For Against
of termination pay
6. Shareholder proposal regarding independent Shr Against For
board chairman policy
7. Shareholder proposal regarding transfer of Shr Against For
intellectual property to potential COVID-19
manufacturers feasibility report
8. Shareholder proposal regarding impact of Shr Against For
extended patent exclusivities on product
access report
9. Shareholder proposal regarding political Shr Against For
contributions congruency report
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 935785040
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PM
ISIN: US7181721090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brant Bonin Bough Mgmt For For
1b. Election of Director: Andre Calantzopoulos Mgmt For For
1c. Election of Director: Michel Combes Mgmt For For
1d. Election of Director: Juan Jose Daboub Mgmt For For
1e. Election of Director: Werner Geissler Mgmt For For
1f. Election of Director: Lisa A. Hook Mgmt For For
1g. Election of Director: Jun Makihara Mgmt For For
1h. Election of Director: Kalpana Morparia Mgmt For For
1i. Election of Director: Jacek Olczak Mgmt For For
1j. Election of Director: Robert B. Polet Mgmt For For
1k. Election of Director: Dessislava Temperley Mgmt For For
1l. Election of Director: Shlomo Yanai Mgmt For For
2. Advisory Vote Approving Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes, with the Board of
Directors Recommending a Say-On-Pay Vote
4. Ratification of the Selection of Mgmt For For
Independent Auditors
5. Shareholder Proposal to make nicotine level Shr Against For
information available to customers and
begin reducing nicotine levels
--------------------------------------------------------------------------------------------------------------------------
PHILLIPS 66 Agenda Number: 935793718
--------------------------------------------------------------------------------------------------------------------------
Security: 718546104
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: PSX
ISIN: US7185461040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting:
Gregory J. Hayes
1b. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting:
Charles M. Holley
1c. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting:
Denise R. Singleton
1d. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting: Glenn
F. Tilton
1e. Election of Class II Director to Hold Mgmt For For
Office until the 2026 Annual Meeting: Marna
C. Whittington
2. Management Proposal to Approve the Mgmt For For
Declassification of the Board of Directors.
3. Advisory vote to approve our executive Mgmt For For
compensation.
4. Ratification of the Appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm.
5. Shareholder proposal requesting audited Shr Against For
report on the impact to chemicals business
under the System Change Scenario.
--------------------------------------------------------------------------------------------------------------------------
PHOENIX BIOTECH ACQUISITION CORP. Agenda Number: 935740971
--------------------------------------------------------------------------------------------------------------------------
Security: 71902K105
Meeting Type: Special
Meeting Date: 16-Dec-2022
Ticker: PBAX
ISIN: US71902K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - to amend Mgmt For For
the amended and restated certificate of
incorporation ("charter") to (a) extend the
date by which Company has to consummate an
initial business combination ("business
combination period") for an additional six
months, (b) provide our board the ability
to further extend the date by which Company
has to consummate a business combination up
to three additional times for one month
each time, for a maximum of six additional
months, (c) allow for the Company to
provide redemption rights to public
stockholders.
2. The Trust Amendment Proposal - to amend the Mgmt For For
Company's investment management trust
agreement, dated as of October 5, 2021 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company (in such capacity, the
"Trustee"), to (i) extend the business
combination period from January 8, 2023 to
April 8, 2023 and up to three times for an
additional one month each time from April
8, 2023, to May 8, 2023, June 8, 2023 or
July 8, 2023.
3. The Adjournment Proposal - to adjourn the Mgmt For For
Special Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Charter Amendment Proposal
and Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
PIONEER NATURAL RESOURCES COMPANY Agenda Number: 935817241
--------------------------------------------------------------------------------------------------------------------------
Security: 723787107
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: PXD
ISIN: US7237871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: A.R. Alameddine Mgmt For For
1b. ELECTION OF DIRECTOR: Lori G. Billingsley Mgmt For For
1c. ELECTION OF DIRECTOR: Edison C. Buchanan Mgmt For For
1d. ELECTION OF DIRECTOR: Richard P. Dealy Mgmt For For
1e. ELECTION OF DIRECTOR: Maria S. Dreyfus Mgmt For For
1f. ELECTION OF DIRECTOR: Matthew M. Gallagher Mgmt For For
1g. ELECTION OF DIRECTOR: Phillip A. Gobe Mgmt For For
1h. ELECTION OF DIRECTOR: Stacy P. Methvin Mgmt For For
1i. ELECTION OF DIRECTOR: Royce W. Mitchell Mgmt For For
1j. ELECTION OF DIRECTOR: Scott D. Sheffield Mgmt For For
1k. ELECTION OF DIRECTOR: J. Kenneth Thompson Mgmt For For
1l. ELECTION OF DIRECTOR: Phoebe A. Wood Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2023.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PNM RESOURCES, INC. Agenda Number: 935799695
--------------------------------------------------------------------------------------------------------------------------
Security: 69349H107
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: PNM
ISIN: US69349H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Vicky A. Bailey Mgmt For For
1B. Election of Director: Norman P. Becker Mgmt For For
1C. Election of Director: Patricia K. Collawn Mgmt For For
1D. Election of Director: E. Renae Conley Mgmt For For
1E. Election of Director: Alan J. Fohrer Mgmt For For
1F. Election of Director: Sidney M. Gutierrez Mgmt For For
1G. Election of Director: James A. Hughes Mgmt For For
1H. Election of Director: Maureen T. Mullarkey Mgmt For For
1I. Election of Director: Donald K. Schwanz Mgmt For For
2. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for 2023.
3. Approve the 2023 Performance Equity Plan. Mgmt For For
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers as disclosed in the 2023 proxy
statement.
5. To recommend, by non-binding vote, the Mgmt 1 Year For
frequency of executive compensation votes.
--------------------------------------------------------------------------------------------------------------------------
POWER & DIGITAL INFRA ACQ II CORP Agenda Number: 935874669
--------------------------------------------------------------------------------------------------------------------------
Security: 73919C100
Meeting Type: Special
Meeting Date: 09-Jun-2023
Ticker: XPDB
ISIN: US73919C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to amend Mgmt For For
the Company's amended and restated
certificate of incorporation (the
"Certificate") pursuant to amendments to
the Certificate in the form set forth in
paragraphs 3, 4, 8 and 9 of Annex A to the
accompanying Proxy Statement (such
amendments, collectively, the "Extension
Amendment" and, such proposal, the
"Extension Amendment Proposal") to extend
the date by which the Company must (1)
consummate an initial merger, capital stock
exchange, ...(due to space limits, see
proxy material for full proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - to amend the Certificate
pursuant to amendments to the Certificate
in the form set forth in paragraphs 5, 6. 7
and 10 of Annex A to the accompanying Proxy
Statement to eliminate from the Certificate
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51-1(g)(1) of the
Securities Exchange Act of 1934, as ...(due
to space limits, see proxy material for
full proposal).
3. The Director Election Proposal - to Mgmt For For
re-elect Paul Gaynor as a Class I director
of our board, to serve for a term of three
years until 2026 or until his successor is
elected and qualified (the "Director
Election Proposal").
4. The Auditor Ratification Proposal - to Mgmt For For
approve and ratify the appointment of
Marcum LLP as the Company's independent
accountants for the fiscal year ending
December 31, 2023 (the "Auditor
Ratification Proposal").
5. The Adjournment Proposal - to approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Proposals (the "Adjournment Proposal" and,
together with the Extension Amendment
Proposal, the Redemption Limitation
Amendment Proposal, the Director Election
Proposal and the Auditor Ratification
Proposal, ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
PPG INDUSTRIES, INC. Agenda Number: 935774895
--------------------------------------------------------------------------------------------------------------------------
Security: 693506107
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: PPG
ISIN: US6935061076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: STEPHEN F.
ANGEL
1.2 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: HUGH GRANT
1.3 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: MELANIE L.
HEALEY
1.4 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: TIMOTHY M.
KNAVISH
1.5 ELECTION OF DIRECTOR TO SERVE IN THE CLASS Mgmt For For
WHOSE TERM EXPIRES IN 2025: GUILLERMO NOVO
2. APPROVE THE COMPENSATION OF THE COMPANY'S Mgmt For For
NAMED EXECUTIVE OFFICERS ON AN ADVISORY
BASIS
3. PROPOSAL TO RECOMMEND THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION
4. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2023
5. SHAREHOLDER PROPOSAL TO ADOPT A POLICY Shr Against For
REQUIRING AN INDEPENDENT BOARD CHAIR, IF
PROPERLY PRESENTED
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935699554
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Special
Meeting Date: 28-Sep-2022
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the "Prologis common stock Mgmt For For
issuance proposal" (as defined in the Proxy
Statement), which involves the issuance of
common stock of Prologis, Inc. in
connection with the merger of Duke Realty
Corporation with and into Compton Merger
Sub LLC, pursuant to which each outstanding
share of Duke Realty Corporation common
stock will be converted into the right to
receive 0.475 of a newly issued share of
Prologis, Inc. common stock, on the terms
and conditions set forth in the Agreement
and Plan of Merger, dated as of June 11,
2022.
2. To approve one or more adjournments of the Mgmt For For
Prologis, Inc. special meeting to another
date, time or place, if necessary or
appropriate, to solicit additional proxies
in favor of the Prologis common stock
issuance proposal (the "Prologis
adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935786814
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Hamid R. Moghadam Mgmt For For
1b. Election of Director: Cristina G. Bita Mgmt For For
1c. Election of Director: James B. Connor Mgmt For For
1d. Election of Director: George L. Fotiades Mgmt For For
1e. Election of Director: Lydia H. Kennard Mgmt For For
1f. Election of Director: Irving F. Lyons III Mgmt For For
1g. Election of Director: Avid Modjtabai Mgmt For For
1h. Election of Director: David P. O'Connor Mgmt For For
1i. Election of Director: Olivier Piani Mgmt For For
1j. Election of Director: Jeffrey L. Skelton Mgmt For For
1k. Election of Director: Carl B. Webb Mgmt For For
2. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation for 2022.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on the Company's Executive
Compensation.
4. Ratification of the Appointment of KPMG LLP Mgmt For For
as the Company's Independent Registered
Public Accounting Firm for the Year 2023.
--------------------------------------------------------------------------------------------------------------------------
PROOF ACQUISITION CORP I Agenda Number: 935849022
--------------------------------------------------------------------------------------------------------------------------
Security: 74349W104
Meeting Type: Special
Meeting Date: 19-May-2023
Ticker: PACI
ISIN: US74349W1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - A Mgmt For For
proposal (the "Extension Amendment
Proposal") to amend the Company's Amended
and Restated Certificate of Incorporation
(the "Certificate of Incorporation"), as
set forth in Annex A of the accompanying
Proxy Statement, to change the timing of
and payment required to extend the date by
which the Company must consummate an
initial Business Combination.
2) The Trust Agreement Amendment Proposal - A Mgmt For For
proposal (the "Trust Agreement Amendment
Proposal") to approve the amendment to the
Company's Investment Management Trust
Agreement, dated as of November 30, 2021,
by and between the Company and Continental
Stock Transfer & Trust Company, as set
forth in Annex B of the accompanying Proxy
Statement to allow for the Extension
Amendment.
3) The Adjournment Proposal - To adjourn the Mgmt For For
Special Meeting to a later date or dates,
if necessary, either (x) to permit further
solicitation and vote of proxies if, based
on the tabulated vote at the time of the
Special Meeting: (i) there are insufficient
shares of Class A common stock and Class B
common stock represented to constitute a
quorum or (ii) there are insufficient votes
to approve the Extension Amendment Proposal
and the Trust Agreement Amendment Proposal
or (y) if the board determines before the
Special Meeting that it is not necessary.
--------------------------------------------------------------------------------------------------------------------------
PROPERTY SOLUTIONS ACQUISITION CORP. II Agenda Number: 935749979
--------------------------------------------------------------------------------------------------------------------------
Security: 74350A108
Meeting Type: Special
Meeting Date: 22-Dec-2022
Ticker: PSAG
ISIN: US74350A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation (the "Charter") pursuant
to an amendment to the Charter in the form
set forth in Annex A of the accompanying
proxy statement (the "Charter Amendment")
to amend the date by which the Company must
cease its operations except for the purpose
of winding up ("Business Combination"), and
redeem all of the shares of Class A Common
Stock, par value $0.0001 per share, of the
Company ("Class A Common Stock") (the
"Charter Amendment Proposal").
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated March 3, 2021 (the "Trust
Agreement"), by & between the Company &
Continental Stock Transfer & Trust Company,
a New York limited purpose trust company,
as trustee ("Continental"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying Proxy Statement (the "Trust
Amendment" & together with the Charter
Amendment, the "Amendments").
3. The Adjournment Proposal: To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposals or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC. Agenda Number: 935793845
--------------------------------------------------------------------------------------------------------------------------
Security: 744320102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: PRU
ISIN: US7443201022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Gilbert F. Casellas Mgmt For For
1.2 Election of Director: Robert M. Falzon Mgmt For For
1.3 Election of Director: Martina Hund-Mejean Mgmt For For
1.4 Election of Director: Wendy E. Jones Mgmt For For
1.5 Election of Director: Charles F. Lowrey Mgmt For For
1.6 Election of Director: Sandra Pianalto Mgmt For For
1.7 Election of Director: Christine A. Poon Mgmt For For
1.8 Election of Director: Douglas A. Scovanner Mgmt For For
1.9 Election of Director: Michael A. Todman Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory Vote on the frequency of future Mgmt 1 Year For
advisory votes to approve named executive
officer compensation.
5. Shareholder proposal regarding an Shr Against For
Independent Board Chairman.
--------------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC. Agenda Number: 935775417
--------------------------------------------------------------------------------------------------------------------------
Security: 744573106
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: PEG
ISIN: US7445731067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ralph A. LaRossa Mgmt For For
1b. Election of Director: Susan Tomasky Mgmt For For
1c. Election of Director: Willie A. Deese Mgmt For For
1d. Election of Director: Jamie M. Gentoso Mgmt For For
1e. Election of Director: Barry H. Ostrowsky Mgmt For For
1f. Election of Director: Valerie A. Smith Mgmt For For
1g. Election of Director: Scott G. Stephenson Mgmt For For
1h. Election of Director: Laura A. Sugg Mgmt For For
1i. Election of Director: John P. Surma Mgmt For For
1j. Election of Director: Alfred W. Zollar Mgmt For For
2. Advisory Vote on the Approval of Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation
4a. Approval of Amendments to our Certificate Mgmt For For
of Incorporation-to eliminate supermajority
voting requirements for certain business
combinations
4b. Approval of Amendments to our Certificate Mgmt For For
of Incorporation and By-Laws-to eliminate
supermajority voting requirements to remove
a director without cause
4c. Approval of Amendments to our Certificate Mgmt For For
of Incorporation-to eliminate supermajority
voting requirement to make certain
amendments to our By-Laws
5. Ratification of the Appointment of Deloitte Mgmt For For
as Independent Auditor for 2023
--------------------------------------------------------------------------------------------------------------------------
PUBLIC STORAGE Agenda Number: 935788399
--------------------------------------------------------------------------------------------------------------------------
Security: 74460D109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: PSA
ISIN: US74460D1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Trustee: Ronald L. Havner, Jr. Mgmt For For
1b. Election of Trustee: Tamara Hughes Mgmt For For
Gustavson
1c. Election of Trustee: Leslie S. Heisz Mgmt For For
1d. Election of Trustee: Shankh S. Mitra Mgmt For For
1e. Election of Trustee: David J. Neithercut Mgmt For For
1f. Election of Trustee: Rebecca Owen Mgmt For For
1g. Election of Trustee: Kristy M. Pipes Mgmt For For
1h. Election of Trustee: Avedick B. Poladian Mgmt For For
1i. Election of Trustee: John Reyes Mgmt For For
1j. Election of Trustee: Joseph D. Russell, Jr. Mgmt For For
1k. Election of Trustee: Tariq M. Shaukat Mgmt For For
1l. Election of Trustee: Ronald P. Spogli Mgmt For For
1m. Election of Trustee: Paul S. Williams Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's Named Executive Officers.
3. Advisory vote regarding the frequency of Mgmt 1 Year For
future advisory votes to approve the
compensation of the Company's Named
Executive Officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
5. Shareholder proposal requesting that the Shr Against For
Company's Board of Trustees issue short-
and long-term Scope 1-3 greenhouse gas
reduction targets aligned with the Paris
Agreement.
--------------------------------------------------------------------------------------------------------------------------
PWP FORWARD ACQUISITION CORP. I Agenda Number: 935729256
--------------------------------------------------------------------------------------------------------------------------
Security: 74709Q101
Meeting Type: Special
Meeting Date: 28-Nov-2022
Ticker: FRW
ISIN: US74709Q1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The First Amendment Proposal - To approve Mgmt For For
the adoption of an amendment (the "First
Amendment") to the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") as set forth in paragraphs four,
six and nine of Annex A of the accompanying
proxy statement to change the date (which
we refer to as the "Original Termination
Date") by which the Company must either (i)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar ...(due
to space limits,see proxy material for full
proposal).
2. The Second Amendment Proposal - To approve Mgmt For For
the adoption of an amendment (the "Second
Amendment") to the Charter as set forth in
paragraphs five, seven, eight and ten of
Annex A of the accompanying proxy statement
to eliminate from the Charter the
limitation that the Company may not redeem
Public Shares to the extent that such
redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51- 1(g)(1) of
the Securities Exchange Act of 1934 (the
"Exchange ...(due to space limits,see proxy
material for full proposal).
3. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposals or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
PYROPHYTE ACQUISITION CORP. Agenda Number: 935830681
--------------------------------------------------------------------------------------------------------------------------
Security: G7308P101
Meeting Type: Special
Meeting Date: 24-Apr-2023
Ticker: PHYT
ISIN: KYG7308P1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal: as a special Mgmt For For
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which the
Company must consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination (an "initial business
combination") from April 29, 2023 (the
"Current Outside Date") to April 29, 2024
(the "Extended Date").
2. The Liquidation Amendment Proposal - as a Mgmt For For
special resolution, to amend (the
"Liquidation Amendment") the Charter
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to permit the
Company's board of directors (the "Board"),
in its sole discretion, to elect to wind up
the Company's operations on an earlier date
than the Extended Date as determined by the
Board and included in a public announcement
(the "Liquidation Amendment Proposal").
3. The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend (the "Redemption Limitation
Amendment") the Charter pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to eliminate from the Charter the
limitation that the Company may not redeem
public shares in an amount that would cause
the Company's net tangible assets to be
less than $5,000,001 in connection with the
Company's initial business combination (the
"Redemption Limitation Amendment
Proposal").
4. The Founder Share Amendment Proposal - as a Mgmt For For
special resolution, to amend (the "Founder
Share Amendment") the Charter pursuant to
an amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to amend the Charter to provide
for the right of a holder of the Company's
Class B ordinary shares, par value $0.0001
per share (the "Class B Ordinary Shares"
and, together with the Class A Ordinary
Shares, the "Ordinary Shares"), to convert
into Class A ordinary shares, par value
$0.0001 per share, of the Company.
5. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to (i) permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, the
Liquidation Amendment Proposal, the
Redemption Limitation Amendment Proposal or
the Founder Share Amendment Proposal, or if
we otherwise determine that additional time
is necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM INCORPORATED Agenda Number: 935757281
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: QCOM
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Sylvia Acevedo
1b. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Cristiano R. Amon
1c. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark Fields
1d. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jeffrey W. Henderson
1e. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Gregory N. Johnson
1f. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Ann M. Livermore
1g. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Mark D. McLaughlin
1h. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jamie S. Miller
1i. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Irene B. Rosenfeld
1j. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Kornelis (Neil) Smit
1k. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Jean-Pascal Tricoire
1l. Election of Director to hold office until Mgmt For For
the next annual meeting of stockholders:
Anthony J. Vinciquerra
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent public accountants for our
fiscal year ending September 24, 2023.
3. Approval of the QUALCOMM Incorporated 2023 Mgmt For For
Long-Term Incentive Plan.
4. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
QUEST DIAGNOSTICS INCORPORATED Agenda Number: 935807137
--------------------------------------------------------------------------------------------------------------------------
Security: 74834L100
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: DGX
ISIN: US74834L1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James E. Davis Mgmt For For
1b. Election of Director: Luis A. Diaz, Jr., Mgmt For For
M.D.
1c. Election of Director: Tracey C. Doi Mgmt For For
1d. Election of Director: Vicky B. Gregg Mgmt For For
1e. Election of Director: Wright L. Lassiter, Mgmt For For
III
1f. Election of Director: Timothy L. Main Mgmt For For
1g. Election of Director: Denise M. Morrison Mgmt For For
1h. Election of Director: Gary M. Pfeiffer Mgmt For For
1i. Election of Director: Timothy M. Ring Mgmt For For
1j. Election of Director: Gail R. Wilensky, Mgmt For For
Ph.D.
2. An advisory resolution to approve the Mgmt For For
executive officer compensation disclosed in
the Company's 2023 proxy statement
3. An advisory vote to recommend the frequency Mgmt 1 Year For
of the stockholder advisory vote to approve
executive officer compensation
4. Ratification of the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Approval of the Amended and Restated Mgmt For For
Employee Long-Term Incentive Plan
6. Stockholder proposal regarding a report on Shr Against For
the Company's greenhouse gas emissions
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
RCF ACQUISITION CORP. Agenda Number: 935823078
--------------------------------------------------------------------------------------------------------------------------
Security: G7330C102
Meeting Type: Special
Meeting Date: 09-May-2023
Ticker: RCFA
ISIN: KYG7330C1024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt For For
resolution, to amend (the "Extension
Amendment") RCF Acquisition Corp.'s (the
"Company") Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must consummate a
merger, share exchange, asset acquisition,
share purchase, reorganization or similar
business combination (an "initial ...(due
to space limits, see proxy material for
full proposal).
2. The Liquidation Amendment Proposal - as a Mgmt For For
special resolution, to amend (the
"Liquidation Amendment") the Charter
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to permit the
Company's board of directors (the "Board"),
in its sole discretion, to elect to wind up
the Company's operations on an earlier date
than the Extended Date as determined by the
Board and included in a public announcement
(the "Liquidation Amendment Proposal").
3. The Redemption Limitation Amendment Mgmt For For
Proposal - as a special resolution, to
amend (the "Redemption Limitation
Amendment") the Charter pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to eliminate from the Charter the
limitation that the Company may not redeem
public shares in an amount that would cause
the Company's net tangible assets to be
less than $5,000,001 in connection with the
Company's initial business combination
...(due to space limits, see proxy material
for full proposal).
4. The Founder Share Amendment Proposal - as a Mgmt For For
special resolution, to amend (the "Founder
Share Amendment" and, together with the
Extension Amendment, the Liquidation
Amendment and the Redemption Limitation
Amendment, the "Charter Amendments") the
Charter pursuant to an amendment to the
Charter in the form set forth in Annex A of
the accompanying proxy statement to amend
the Charter to provide for the right of a
holder of the Company's Class B ordinary
shares, par value $0.0001 per share,
...(due to space limits, see proxy material
for full proposal).
5. The Director Election Proposal - as an Mgmt For For
ordinary resolution, to re-elect each of
Elodie Grant Goodey and Timothy Baker as a
Class I director of the Board until the
general meeting of the Company to be held
in 2026 or until his or her successor is
appointed and qualified (the "Director
Election Proposal").
6. The Adjournment Proposal - as an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to (i) permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, the
Liquidation Amendment Proposal, the
Redemption Limitation Amendment Proposal,
the Founder Share Amendment Proposal or the
Director Election ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
REALTY INCOME CORPORATION Agenda Number: 935806248
--------------------------------------------------------------------------------------------------------------------------
Security: 756109104
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: O
ISIN: US7561091049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Priscilla Almodovar
1b. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Jacqueline Brady
1c. Election of Director to serve until the Mgmt For For
2024 Annual meeting: A. Larry Chapman
1d. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Reginald H. Gilyard
1e. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Mary Hogan Preusse
1f. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Priya Cherian Huskins
1g. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Gerardo I. Lopez
1h. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Michael D. McKee
1i. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Gregory T. McLaughlin
1j. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Ronald L. Merriman
1k. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Sumit Roy
2. The ratification of the appointment of KPMG Mgmt For For
LLP as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. A non-binding advisory proposal to approve Mgmt For For
the compensation of our named executive
officers as described in the Proxy
Statement.
4. A non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future non-binding advisory
votes by stockholders of the compensation
of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
REGENCY CENTERS CORPORATION Agenda Number: 935787195
--------------------------------------------------------------------------------------------------------------------------
Security: 758849103
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: REG
ISIN: US7588491032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Martin E. Stein, Jr.
1b. Election of Director to serve for a Mgmt For For
one-year term: Bryce Blair
1c. Election of Director to serve for a Mgmt For For
one-year term: C. Ronald Blankenship
1d. Election of Director to serve for a Mgmt For For
one-year term: Kristin A. Campbell
1e. Election of Director to serve for a Mgmt For For
one-year term: Deirdre J. Evens
1f. Election of Director to serve for a Mgmt For For
one-year term: Thomas W. Furphy
1g. Election of Director to serve for a Mgmt For For
one-year term: Karin M. Klein
1h. Election of Director to serve for a Mgmt For For
one-year term: Peter D. Linneman
1i. Election of Director to serve for a Mgmt For For
one-year term: David P. O'Connor
1j. Election of Director to serve for a Mgmt For For
one-year term: Lisa Palmer
1k. Election of Director to serve for a Mgmt For For
one-year term: James H. Simmons, III
2. Approval, in an advisory vote, of the Mgmt 1 Year For
frequency of future shareholder votes on
the Company's executive compensation.
3. Approval, in an advisory vote, of the Mgmt For For
Company's executive compensation.
4. Ratification of appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
REGENERON PHARMACEUTICALS, INC. Agenda Number: 935835338
--------------------------------------------------------------------------------------------------------------------------
Security: 75886F107
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: REGN
ISIN: US75886F1075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph L. Goldstein, Mgmt For For
M.D.
1b. Election of Director: Christine A. Poon Mgmt For For
1c. Election of Director: Craig B. Thompson, Mgmt For For
M.D.
1d. Election of Director: Huda Y. Zoghbi, M.D. Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Proposal to approve, on an advisory basis, Mgmt For For
executive compensation.
4. Proposal to approve, on an advisory basis, Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
5. Non-binding shareholder proposal, if Shr Against For
properly presented, requesting report on a
process by which access to medicine is
considered in matters related to protecting
intellectual property.
--------------------------------------------------------------------------------------------------------------------------
REVOLUTION HEALTHCARE ACQUISITION CORP. Agenda Number: 935735627
--------------------------------------------------------------------------------------------------------------------------
Security: 76155Y108
Meeting Type: Special
Meeting Date: 02-Dec-2022
Ticker: REVH
ISIN: US76155Y1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation (the "Charter") pursuant
to an amendment to the Charter in the form
set forth in Annex A of the accompanying
proxy statement (the "Charter Amendment")
to amend the date by which the Company must
cease its operations except for the purpose
of winding up if it fails to complete a
merger, capital stock exchange, asset
acquisition, stock purchase, reorganization
or similar business combination with one or
more businesses (a "Business Combination").
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated March 17, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company,
a New York limited purpose trust company,
as trustee ("Continental"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying Proxy Statement.
3. The Adjournment Proposal: To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposals or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
ROC ENERGY ACQUISITION CORP. Agenda Number: 935871663
--------------------------------------------------------------------------------------------------------------------------
Security: 77118V108
Meeting Type: Special
Meeting Date: 01-Jun-2023
Ticker: ROC
ISIN: US77118V1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon a proposal to (a)
approve and adopt the Agreement and Plan of
Merger, dated as of February 13, 2023 (the
"Business Combination Agreement"), among
ROC, ROC Merger Sub, Inc., a Delaware
corporation and a wholly owned subsidiary
of ROC ("Merger Sub"), and Drilling Tools
International Holdings, Inc., a Delaware
corporation ("DTI"), pursuant to which
Merger Sub will merge with and into DTI,
with DTI surviving merger as a wholly owned
subsidiary of ROC & b) approve such merger
& other transactions.
2. The Nasdaq Proposal - to consider and vote Mgmt For For
upon a proposal to approve, for purposes of
complying with applicable listing rules of
the Nasdaq Global Market, (a) the issuance
of up to 23,253,533 shares of common stock,
par value $0.0001 per share, of ROC (the
"Common Stock") pursuant to the Business
Combination Agreement and (b) the issuance
and sale of up to 7,042,254 shares of
Common Stock in a private offering of
securities to certain investors.
3. The Charter Proposal - to consider and vote Mgmt For For
upon a proposal to approve the proposed
amended and restated certificate of
incorporation of ROC (the "Proposed
Charter"), which will replace ROC's Amended
and Restated Certificate of Incorporation,
dated December 1, 2021, and will be in
effect upon the closing (the "Closing") of
the Business Combination. A copy of the
Proposed Charter is attached to the
accompanying proxy
statement/prospectus/consent solicitation
statement as Annex B.
4. The Incentive Plan Proposal - to consider Mgmt For For
and vote upon a proposal to approve the
2023 Omnibus Incentive Plan (the "2023
Plan"), a copy of which is attached to the
accompanying proxy
statement/prospectus/consent solicitation
statement as Annex C, including the
authorization of the initial share reserve
under the 2023 Plan. The Incentive Plan
Proposal is conditioned on the approval of
the Business Combination Proposal, the
Nasdaq Proposal and the Charter Proposal.
5. The Director Election Proposal - to Mgmt For For
consider and vote upon a proposal to elect
C. Richard Vermillion, Thomas O. Hicks,
Wayne Prejean, Eric Neuman, Curt Crofford,
Jack Furst and Daniel J. Kimes to serve as
directors to serve staggered terms on the
board, effective upon the Closing until the
2024, 2025 and 2026 annual meetings, as
applicable, or, in each case, until their
respective successors are duly elected and
qualified. The Director Election Proposal
is conditioned on the approval of the
Business Combination Proposal.
6. The Adjournment Proposal - to consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the special meeting to a
later date or dates, if necessary or
appropriate, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Business Combination Proposal, the Nasdaq
Proposal, the Charter Proposal, the
Incentive Plan Proposal, or the Director
Election Proposal. The Adjournment Proposal
is not conditioned on the approval of any
other proposal.
--------------------------------------------------------------------------------------------------------------------------
ROC ENERGY ACQUISITION CORP. Agenda Number: 935876663
--------------------------------------------------------------------------------------------------------------------------
Security: 77118V108
Meeting Type: Special
Meeting Date: 01-Jun-2023
Ticker: ROC
ISIN: US77118V1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - a proposal Mgmt For For
to amend the Company's amended and restated
certificate of incorporation (the "Existing
Charter") in the form set forth in Annex A
to the accompanying Proxy Statement (the
"Amended Charter"). We refer to this
amendment throughout the Proxy Statement as
the "Charter Amendment" and such proposal
as the "Charter Amendment Proposal." The
Charter Amendment proposes to extend the
date by which the Company must consummate a
business combination ...(due to space
limits, see proxy material for full
proposal).
2. Trust Amendment Proposal - a proposal to Mgmt For For
amend the Investment Management Trust
Agreement, dated December 1, 2021, between
us and Continental Stock Transfer & Trust
Company ("Continental" and such agreement
the "Trust Agreement") pursuant to an
amendment in the form set forth in Annex B
(the "Trust Amendment") of the accompanying
proxy statement, to change the initial date
on which Continental must commence
liquidation of the Trust Account to the
Extended Date or such later date as may
...(due to space limits, see proxy material
for full proposal).
3. The Adjournment Proposal - a proposal to Mgmt For For
approve the adjournment of the Special
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Charter Amendment Proposal and the Trust
Amendment Proposal, which we refer to as
the "Adjournment Proposal." The Adjournment
Proposal will only be presented at the
Special Meeting if there are not sufficient
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ROSE HILL ACQUISITION CORP Agenda Number: 935748458
--------------------------------------------------------------------------------------------------------------------------
Security: G7637J107
Meeting Type: Special
Meeting Date: 12-Jan-2023
Ticker: ROSE
ISIN: KYG7637J1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt For For
resolution, to amend the Company's Amended
and Restated Articles of Association (the
"Articles") pursuant to an amendment to the
Articles in the form set forth in Annex A
of the accompanying proxy statement under
the heading "Extension Proposal" to extend
from January 18, 2023 to July 18, 2023 the
deadline by which, if the Company has not
consummated a merger, amalgamation, share
exchange, asset acquisition, share
purchase, reorganization or similar ...(due
to space limits, see proxy material for
full proposal).
2. The Clarification Proposal - As a special Mgmt For For
resolution, and consistent with the
Company's intention and prior disclosure,
to amend the Articles pursuant to an
amendment to the Articles in the form set
forth in Annex A of the accompanying proxy
statement under the heading "Clarification
Proposal" to acknowledge and clarify that,
pursuant to the Articles, approval of our
initial business combination requires an
ordinary resolution, that being an
affirmative vote of a majority of the
...(due to space limits, see proxy material
for full proposal).
3. The Adjournment Proposal: As an ordinary Mgmt For For
resolution, to approve the adjournment of
the Extraordinary General Meeting by the
chairperson thereof to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal or the
Clarification Proposal, which will only be
presented at the Extraordinary General
Meeting if, based on the tabulated votes,
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ROSECLIFF ACQUISITION CORP I Agenda Number: 935745262
--------------------------------------------------------------------------------------------------------------------------
Security: 77732R103
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: RCLF
ISIN: US77732R1032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - a proposal to Mgmt For For
amend the Company's Amended and Restated
Certificate of Incorporation (the
"Certificate of Incorporation") pursuant to
an amendment to the Certificate of
Incorporation (as set forth in paragraphs
4, 5 and 9 of Annex A of the accompanying
proxy statement) to extend the date by
which the Company must either (i)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination, involving the Company
and one or more businesses.
2. The Redemption Limitation Amendment Mgmt For For
Proposal - a proposal to amend the
Certificate of Incorporation pursuant to an
amendment to the Certificate of
Incorporation (as set forth in paragraphs
6, 7, 8 & 10 of Annex A of the accompanying
proxy statement) to eliminate from the
Certificate of Incorporation the limitation
Company may not redeem public shares to the
extent that such redemption would result in
the Company having net tangible assets (as
determined in accordance with Rule
3a51-1(g)(1) of the Securities Exchange Act
of 1934) of less than $5,000,001.
3. The Adjournment Proposal - to approve the Mgmt For For
adjournment of Special Meeting to a date,
if necessary, to permit further
solicitation & Vote of proxies in the event
that there are insufficient votes for with,
the approval of the Extension Proposal (the
"Adjournment Proposal"), which may be
presented at the Special Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of the Special
Meeting to approve the Extension Proposal,
in which case the Adjournment Proposal will
be the only proposal presented at the
Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
ROSS STORES, INC. Agenda Number: 935801539
--------------------------------------------------------------------------------------------------------------------------
Security: 778296103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ROST
ISIN: US7782961038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: K. Gunnar Bjorklund Mgmt For For
1b. Election of Director: Michael J. Bush Mgmt For For
1c. Election of Director: Edward G. Cannizzaro Mgmt For For
1d. Election of Director: Sharon D. Garrett Mgmt For For
1e. Election of Director: Michael J. Hartshorn Mgmt For For
1f. Election of Director: Stephen D. Milligan Mgmt For For
1g. Election of Director: Patricia H. Mueller Mgmt For For
1h. Election of Director: George P. Orban Mgmt For For
1i. Election of Director: Larree M. Renda Mgmt For For
1j. Election of Director: Barbara Rentler Mgmt For For
1k. Election of Director: Doniel N. Sutton Mgmt For For
2. Advisory vote to approve the resolution on Mgmt For For
the compensation of the named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending February 3, 2024.
--------------------------------------------------------------------------------------------------------------------------
ROTH CH ACQUISITION IV CO. Agenda Number: 935749385
--------------------------------------------------------------------------------------------------------------------------
Security: 77867P104
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: ROCG
ISIN: US77867P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - APPROVAL OF AN Mgmt For For
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
ALLOW THE COMPANY TO EXTEND THE DATE BY
WHICH THE COMPANY HAS TO CONSUMMATE A
BUSINESS COMBINATION UP TO FIVE (5) TIMES,
EACH SUCH EXTENSION FOR AN ADDITIONAL ONE
(1) MONTH PERIOD, FROM FEBRUARY 10, 2023 TO
JULY 10, 2023.
2. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt For For
CHAIRPERSON OF THE SPECIAL MEETING TO
ADJOURN THE SPECIAL MEETING TO A LATER DATE
OR DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE FOREGOING PROPOSAL.
--------------------------------------------------------------------------------------------------------------------------
ROTH CH ACQUISITION V CO. Agenda Number: 935763347
--------------------------------------------------------------------------------------------------------------------------
Security: 77867R100
Meeting Type: Annual
Meeting Date: 13-Feb-2023
Ticker: ROCL
ISIN: US77867R1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Byron Roth Mgmt For For
John Lipman Mgmt For For
Pamela Ellison Mgmt For For
Adam Rothstein Mgmt For For
Sam Chawla Mgmt For For
2. Ratification of Appointment of Independent Mgmt For For
Auditors - Approve the appointment of Grant
Thornton LLP as the Company's independent
registered public accounting firm for the
fiscal year ended December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
ROTH CH ACQUISITION V CO. Agenda Number: 935862866
--------------------------------------------------------------------------------------------------------------------------
Security: 77867R100
Meeting Type: Special
Meeting Date: 17-May-2023
Ticker: ROCL
ISIN: US77867R1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - APPROVAL OF AN Mgmt For For
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
ALLOW THE COMPANY TO EXTEND THE DATE BY
WHICH THE COMPANY HAS TO CONSUMMATE A
BUSINESS COMBINATION UP TO SIX (6) TIMES,
EACH SUCH EXTENSION FOR AN ADDITIONAL ONE
(1) MONTH PERIOD, FROM JUNE 3, 2023 TO
DECEMBER 4, 2023.
2. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt For For
CHAIRPERSON OF THE SPECIAL MEETING TO
ADJOURN THE SPECIAL MEETING TO A LATER DATE
OR DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE FOREGOING PROPOSAL.
--------------------------------------------------------------------------------------------------------------------------
S&P GLOBAL INC. Agenda Number: 935790445
--------------------------------------------------------------------------------------------------------------------------
Security: 78409V104
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: SPGI
ISIN: US78409V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Marco Alvera Mgmt For For
1B. Election of Director: Jacques Esculier Mgmt For For
1C. Election of Director: Gay Huey Evans Mgmt For For
1D. Election of Director: William D. Green Mgmt For For
1E. Election of Director: Stephanie C. Hill Mgmt For For
1F. Election of Director: Rebecca Jacoby Mgmt For For
1G. Election of Director: Robert P. Kelly Mgmt For For
1H. Election of Director: Ian P. Livingston Mgmt For For
1I. Election of Director: Deborah D. McWhinney Mgmt For For
1J. Election of Director: Maria R. Morris Mgmt For For
1K. Election of Director: Douglas L. Peterson Mgmt For For
1L. Election of Director: Richard E. Thornburgh Mgmt For For
1M. Election of Director: Gregory Washington Mgmt For For
2. Approve, on an advisory basis, the Mgmt For For
executive compensation program for the
Company's named executive officers.
3. Approve, on an advisory basis, the Mgmt 1 Year For
frequency on which the Company conducts an
advisory vote on the executive compensation
program for the Company's named executive
officers.
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent auditor for
2023;
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE, INC. Agenda Number: 935846127
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: CRM
ISIN: US79466L3024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc Benioff Mgmt For For
1b. Election of Director: Laura Alber Mgmt For For
1c. Election of Director: Craig Conway Mgmt For For
1d. Election of Director: Arnold Donald Mgmt For For
1e. Election of Director: Parker Harris Mgmt For For
1f. Election of Director: Neelie Kroes Mgmt For For
1g. Election of Director: Sachin Mehra Mgmt For For
1h. Election of Director: Mason Morfit Mgmt For For
1i. Election of Director: Oscar Munoz Mgmt For For
1j. Election of Director: John V. Roos Mgmt For For
1k. Election of Director: Robin Washington Mgmt For For
1l. Election of Director: Maynard Webb Mgmt For For
1m. Election of Director: Susan Wojcicki Mgmt For For
2. Amendment and restatement of our 2013 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
4. An advisory vote to approve the fiscal 2023 Mgmt For For
compensation of our named executive
officers.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding future advisory votes to approve
executive compensation.
6. A stockholder proposal requesting a policy Shr Against For
to require the Chair of the Board be an
independent member of the Board and not a
former CEO of the Company, if properly
presented at the meeting.
7. A stockholder proposal requesting a policy Shr Against For
to forbid all Company directors from
sitting on any other boards, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 935767105
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 05-Apr-2023
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Coleman Mgmt For For
1b. Election of Director: Patrick de La Mgmt For For
Chevardiere
1c. Election of Director: Miguel Galuccio Mgmt For For
1d. Election of Director: Olivier Le Peuch Mgmt For For
1e. Election of Director: Samuel Leupold Mgmt For For
1f. Election of Director: Tatiana Mitrova Mgmt For For
1g. Election of Director: Maria Moraeus Hanssen Mgmt For For
1h. Election of Director: Vanitha Narayanan Mgmt For For
1i. Election of Director: Mark Papa Mgmt For For
1j. Election of Director: Jeff Sheets Mgmt For For
1k. Election of Director: Ulrich Spiesshofer Mgmt For For
2. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
3. Advisory approval of our executive Mgmt For For
compensation.
4. Approval of our consolidated balance sheet Mgmt For For
at December 31, 2022; our consolidated
statement of income for the year ended
December 31, 2022; and the declarations of
dividends by our Board of Directors in
2022, as reflected in our 2022 Annual
Report to Shareholders.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
--------------------------------------------------------------------------------------------------------------------------
SCHULTZE SPECIAL PURPOSE ACQ CORP II Agenda Number: 935784492
--------------------------------------------------------------------------------------------------------------------------
Security: 808212104
Meeting Type: Special
Meeting Date: 04-Apr-2023
Ticker: SAMA
ISIN: US8082121042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To amend Mgmt For For
the Company's amended and restated
certificate of incorporation, in the form
set forth as Annex A to the accompanying
proxy statement, to extend the date by
which the Company must consummate an
initial business combination from April 13,
2023 to October 13, 2023 or such earlier
date as determined by the Company's board
of directors (the "Board") (the "Charter
Amendment Proposal").
3. The Auditor Ratification Proposal: To Mgmt For For
ratify the selection by the Company's audit
committee of Marcum LLP to serve as the
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
4. The Adjournment Proposal: To direct the Mgmt For For
chairman of the Special Meeting to adjourn
the Special Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the Board determines
before the Special Meeting that it is not
necessary or no longer desirable to proceed
with the Charter Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
SCIENCE STRATEGIC ACQUISITION CORP ALPHA Agenda Number: 935737885
--------------------------------------------------------------------------------------------------------------------------
Security: 808641104
Meeting Type: Special
Meeting Date: 09-Dec-2022
Ticker: SSAA
ISIN: US8086411043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To permit the Mgmt For For
Company to liquidate and wind up early by
amending the Company's Amended and Restate
Certificate of Incorporation (the
"Charter") to (i) change the date by which
the Company must consummate a merger, share
exchange, asset acquisition, stock
purchase, reorganization or other similar
business combination with one or more
businesses or entities from January 28,
2023 to December 12, 2022 and (ii) remove
the Redemption Limitation (as defined in
the Charter) to ...(due to space limits,
see proxy material for full proposal).
2. Adjournment Proposal: To adjourn the Mgmt For For
special meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
special meeting, there are insufficient
votes from the holders of shares of the
Company's common stock to approve the
Charter Amendment Proposal or if otherwise
determined by the chairperson of the
special meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
SEAGEN INC. Agenda Number: 935851320
--------------------------------------------------------------------------------------------------------------------------
Security: 81181C104
Meeting Type: Special
Meeting Date: 30-May-2023
Ticker: SGEN
ISIN: US81181C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To consider and vote on the proposal to Mgmt For For
adopt the Agreement and Plan of Merger (as
it may be amended or supplemented from time
to time, the "merger agreement"), dated
March 12, 2023, by and among Seagen Inc.
("Seagen"), Pfizer Inc. ("Pfizer") and Aris
Merger Sub, Inc., a wholly-owned subsidiary
of Pfizer ("Merger Sub"), and pursuant to
which Merger Sub will be merged with and
into Seagen, with Seagen surviving the
merger as a wholly-owned subsidiary of
Pfizer (the "merger" and such proposal the
"merger agreement proposal").
2. To consider and vote on the proposal to Mgmt For For
approve, on a non-binding, advisory basis,
certain compensation arrangements for
Seagen's named executive officers in
connection with the merger (the
"compensation proposal").
--------------------------------------------------------------------------------------------------------------------------
SEAGEN INC. Agenda Number: 935821098
--------------------------------------------------------------------------------------------------------------------------
Security: 81181C104
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: SGEN
ISIN: US81181C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: David W. Mgmt For For
Gryska
1b. Election of Class I Director: John A. Orwin Mgmt For For
1c. Election of Class I Director: Alpna H. Mgmt For For
Seth, Ph.D.
2. Approve, on an advisory basis, the Mgmt For For
compensation of Seagen's named executive
officers as disclosed in the accompanying
proxy statement.
3. Indicate, on an advisory basis, the Mgmt 1 Year For
preferred frequency of shareholder advisory
votes on the compensation of Seagen's named
executive officers.
4. Approve the amendment and restatement of Mgmt For For
the Seagen Inc. Amended and Restated 2007
Equity Incentive Plan to, among other
things, increase the aggregate number of
shares of common stock authorized for
issuance thereunder by 5,190,000 shares.
5. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Seagen's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SEAPORT CALIBRE MATERIALS ACQ. CORP. Agenda Number: 935759045
--------------------------------------------------------------------------------------------------------------------------
Security: 812204105
Meeting Type: Special
Meeting Date: 31-Jan-2023
Ticker: SCMA
ISIN: US8122041051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal to Mgmt For For
amend the Company's amended and restated
certificate of incorporation by allowing us
to extend (the "Extension") the date by
which we have to consummate a business
combination (the "Combination Period") for
an additional six (6) months, from February
1, 2023 to August 1, 2023, (the "Extended
Date"), or such earlier date as determined
by the Board. A copy of the proposed
amendment is set forth in Annex A to the
accompanying Proxy Statement.
2. Trust Amendment Proposal: A proposal to Mgmt For For
amend the Investment Management Trust
Agreement, dated October 27, 2021, (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Company (the "Trustee"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement, to authorize
the Extension and its implementation by the
Company.
3. Adjournment Proposal: A proposal to approve Mgmt For For
the adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
forgoing proposals. This proposal will only
be presented at the Special Meeting if
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
SEAPORT GLOBAL ACQUISITION II CORP. Agenda Number: 935761886
--------------------------------------------------------------------------------------------------------------------------
Security: 81221H105
Meeting Type: Special
Meeting Date: 13-Feb-2023
Ticker: SGII
ISIN: US81221H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal to Mgmt For For
amend the Company's amended and restated
certificate of incorporation by allowing us
to extend (the "Extension") the date by
which we have to consummate a business
combination (the "Combination Period") for
an additional six (6) months, from February
19, 2023 (the date which is fifteen (15)
months from the closing date of our initial
public offering of our units (the "IPO") to
August 19, 2023, (the "Extended Date").
2. Trust Amendment Proposal: A proposal to Mgmt For For
amend the Investment Management Trust
Agreement, dated November 17, 2021, (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Company (the "Trustee"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement, to authorize
the Extension and its implementation by the
Company.
3. Founder Share Amendment Proposal: A Mgmt For For
proposal to amend the Company's amended and
restated certificate of incorporation to
provide for the right of a holder of Class
B Common Stock of the Company ("Founder
Shares") to convert into Class A Common
Stock on a one-for-one basis prior to the
closing of a business combination at the
election of the holder. A copy of the
proposed amendment, which we refer to as
the "Founder Share Amendment", is set forth
in Annex A to the accompanying Proxy
Statement.
4. Adjournment Proposal: A proposal to approve Mgmt For For
the adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
forgoing proposals. This proposal will only
be presented at the Special Meeting if
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
SEMPER PARATUS ACQUISITION CORPORATION Agenda Number: 935760997
--------------------------------------------------------------------------------------------------------------------------
Security: G8028L107
Meeting Type: Special
Meeting Date: 03-Feb-2023
Ticker: LGST
ISIN: KYG8028L1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - A Mgmt For For
special resolution to extend the date by
which the Company must consummate an
initial business combination from February
8, 2023 to December 15, 2023 by amending
the Company's Amended and Restated
Memorandum and Articles of Association in
the form of amendment set forth in Annex A
to the accompanying proxy statement.
2) The Adjournment Proposal - An ordinary Mgmt For For
resolution to adjourn the extraordinary
general meeting of shareholders to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the extraordinary general meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935821062
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NOW
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Bostrom Mgmt For For
1b. Election of Director: Teresa Briggs Mgmt For For
1c. Election of Director: Jonathan C. Chadwick Mgmt For For
1d. Election of Director: Paul E. Chamberlain Mgmt For For
1e. Election of Director: Lawrence J. Jackson, Mgmt For For
Jr.
1f. Election of Director: Frederic B. Luddy Mgmt For For
1g. Election of Director: William R. McDermott Mgmt For For
1h. Election of Director: Jeffrey A. Miller Mgmt For For
1i. Election of Director: Joseph "Larry" Mgmt For For
Quinlan
1j. Election of Director: Anita M. Sands Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers ("Say-on-Pay").
3. To ratify PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting
firm for 2023.
4. To approve the Amended and Restated 2021 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
5. To elect Deborah Black as a director. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHELTER ACQUISITION CORPORATION I Agenda Number: 935744486
--------------------------------------------------------------------------------------------------------------------------
Security: 822821104
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: SHQA
ISIN: US8228211046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date that
the Company has to consummate a business
combination from January 2, 2023 to June
30, 2023 or such earlier date as determined
by our board to be in the best interests of
the Company.
2. Trust Amendment Proposal: Amend the Mgmt For For
Investment Management Trust Agreement,
dated June 29, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from January 2, 2023 to June 30, 2023.
Proposal 2 is conditioned on the approval
of Proposal 1.
3. Adjournment: Adjourn the Special Meeting to Mgmt For For
a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SHOULDERUP TECHNOLOGY ACQUISITION CORP. Agenda Number: 935802858
--------------------------------------------------------------------------------------------------------------------------
Security: 82537G104
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: SUAC
ISIN: US82537G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment - A proposal to amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation, by extending the date by
which it has to consummate a business
combination six (6) months, from May 19,
2023 to November 19, 2023 (i.e., for a
period of time ending 24 months from the
consummation of its initial public
offering).
2. Trust Amendment - A proposal to amend the Mgmt For For
Company's investment management trust
agreement, dated as of November 19, 2021,
by and between the Company and Continental
Stock Transfer & Trust Company, allowing
the Company to extend the Combination
Period six (6) months from May 19, 2023 to
November 19, 2023.
--------------------------------------------------------------------------------------------------------------------------
SHUAA PARTNERS ACQUISITION CORP I Agenda Number: 935873061
--------------------------------------------------------------------------------------------------------------------------
Security: G81173109
Meeting Type: Special
Meeting Date: 01-Jun-2023
Ticker: SHUA
ISIN: KYG811731093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution that:
Article 166(a) of the Company's Amended and
Restated Memorandum and Articles of
Association be amended by deleting the
following sentence of such sub-section: In
the event that the Company does not
consummate a Business Combination within
the initial fifteen (15) month period
following the closing of the IPO (the last
day of such fifteen (15) month period being
referred to herein as the ...(due to space
limits, see proxy material for full
proposal).
2. The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value US$0.0001 per share (the "Public
Shares") and Class B ordinary shares, par
value US$0.0001 per share in the capital of
the Company represented (either in person
or by proxy ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
SIZZLE ACQUISITION CORP. Agenda Number: 935746694
--------------------------------------------------------------------------------------------------------------------------
Security: 83014E109
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: SZZL
ISIN: US83014E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 8, 2023
to August 8, 2023 (or such earlier date as
determined by the Board).
2a. To re-elect the following director as Class Mgmt For For
I director (to serve until the annual
meeting of stockholders of the Company to
be held in 2025 or until a successor is
elected and qualified or their earlier
resignation or removal): David Perlin
2b. To re-elect the following director as Class Mgmt For For
I director (to serve until the annual
meeting of stockholders of the Company to
be held in 2025 or until a successor is
elected and qualified or their earlier
resignation or removal): Carolyn Trabuco
3. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SIZZLE ACQUISITION CORP. Agenda Number: 935759449
--------------------------------------------------------------------------------------------------------------------------
Security: 83014E109
Meeting Type: Special
Meeting Date: 01-Feb-2023
Ticker: SZZL
ISIN: US83014E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 8, 2023
to August 8, 2023 (or such earlier date as
determined by the Board).
2. Adjournment Proposal - Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal
1.
--------------------------------------------------------------------------------------------------------------------------
SKYWORKS SOLUTIONS, INC. Agenda Number: 935790231
--------------------------------------------------------------------------------------------------------------------------
Security: 83088M102
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SWKS
ISIN: US83088M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Alan S. Batey
1b. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Kevin L. Beebe
1c. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Liam K. Griffin
1d. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Eric J. Guerin
1e. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Christine King
1f. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Suzanne E. McBride
1g. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: David P. McGlade
1h. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Robert A.
Schriesheim
1i. Election of Director with terms expiring at Mgmt For For
the next Annual Meeting: Maryann Turcke
2. To ratify the selection by the Company's Mgmt For For
Audit Committee of KPMG LLP as the
independent registered public accounting
firm for the Company for fiscal year 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers, as described in the
Company's Proxy Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of the Company's named
executive officers.
5. To approve an amendment to the Company's Mgmt For For
Restated Certificate of Incorporation to
reflect new Delaware law provisions
regarding exculpation of officers.
6. To approve a stockholder proposal regarding Shr For
simple majority vote.
--------------------------------------------------------------------------------------------------------------------------
SOCIAL CAPITAL SUVRETTA HLDGS CORP I Agenda Number: 935693324
--------------------------------------------------------------------------------------------------------------------------
Security: G8253T106
Meeting Type: Special
Meeting Date: 18-Aug-2022
Ticker: DNAA
ISIN: KYG8253T1067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution and adopt
the Agreement and Plan of Merger, dated as
of January 26, 2022 (the "Merger
Agreement"), by and among SCS, Karibu
Merger Sub, Inc. ("Merger Sub") and Akili
Interactive Labs, Inc. ("Akili"), a copy of
which is attached to the proxy
statement/prospectus statement as Annex A.
The Merger Agreement provides for, among
other things, the merger of Merger Sub with
and into Akili (the ...(due to space
limits,see proxy material for full
proposal).
2. The Domestication Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
special resolution, the change of SCS's
jurisdiction of incorporation by
deregistering as an exempted company in the
Cayman Islands and continuing and
domesticating as a corporation incorporated
under the laws of the State of Delaware
(the "Domestication" and, together with the
Merger, the "Business Combination").
3. Organizational Documents Proposal A - As a Mgmt For For
special resolution, the change in the
authorized share capital of SCS from
500,000,000 Class A ordinary shares, par
value $0.0001 per share, 50,000,000 Class B
ordinary shares, par value $0.0001 per
share (the "SCS Class B ordinary shares"),
and 5,000,000 preference shares, par value
$0.0001 per share (the "SCS preference
shares"), to shares of common stock, par
value $0.0001 per share, of Akili, Inc.
(the "Akili, Inc. common ...(due to space
limits,see proxy material for full
proposal).
4. Organizational Documents Proposal B - As a Mgmt For For
special resolution, the issue of any or all
shares of Akili, Inc. preferred stock in
one or more classes or series by the board
of directors of Akili,Inc., with such terms
and conditions as may be expressly
determined by Akili, Inc.'s board of
directors and as may be permitted by the
DGCL.
5. Organizational Documents Proposal C - As a Mgmt For For
special resolution, the adoption of the
Proposed Certificate of Incorporation and
the Proposed Bylaws in connection with the
consummation of the Business Combination
(copies of which are attached to the proxy
statement/prospectus as Annex J and Annex
K, respectively), including (1) changing
the corporate name from "Social Capital
Suvretta Holdings Corp. I" to "Akili,
Inc.," (2) making Akili, Inc.'s corporate
existence perpetual, (3) adopting Delaware
as ...(due to space limits,see proxy
material for full proposal).
6. The Director Appointment Proposal - For the Mgmt For For
holders of the SCS Class B ordinary shares,
to consider and vote upon a proposal to
approve by ordinary resolution, assuming
the Business Combination Proposal, the
Domestication Proposal and the
Organizational Documents Proposals are
approved, to appoint to a staggered board
nine directors who, upon consummation of
the Business Combination, will be the
directors of Akili, Inc.
7. The Stock Issuance Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution for purposes of
complying with the applicable provisions of
Nasdaq Rule 5635, the issuance of Akili,
Inc. common stock to (a) the PIPE Investors
(as defined in the proxy
statement/prospectus), including the
Sponsor Related PIPE Investors (as defined
in the proxy statement/prospectus),
pursuant to the PIPE Investment (as defined
in the proxy statement/prospectus) and (b)
the Akili stockholders pursuant to the
Merger Agreement.
8. The Incentive Plan Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution, the 2022 Stock Option
and Incentive Plan.
9. The ESPP Proposal - To consider and vote Mgmt For For
upon a proposal to approve by ordinary
resolution, the 2022 Employee Stock
Purchase Plan.
10. The Auditor Ratification Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution the
ratification of the appointment of Marcum
LLP as the independent registered public
accountants of SCS to audit and report upon
SCS's consolidated financial statements for
the year ending December 31, 2022.
11. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution the adjournment of the
extraordinary general meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for the approval of one or more of Proposal
No. 1 through Proposal No. 9 at the
extraordinary general meeting.
--------------------------------------------------------------------------------------------------------------------------
SOCIAL CAPITAL SUVRETTA HLDGS CORP III Agenda Number: 935678435
--------------------------------------------------------------------------------------------------------------------------
Security: G8253W109
Meeting Type: Special
Meeting Date: 11-Jul-2022
Ticker: DNAC
ISIN: KYG8253W1096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution the Business
Combination Agreement, dated as of January
18, 2022 (as it may be amended from time to
time, the "Business Combination
Agreement"), by and among Social Capital
Suvretta Holdings Corp. III, a Cayman
Islands exempted company ("SCS"), and
ProKidney LP ("ProKidney") (acting through
its general partner, ProKidney GP Limited)
and the transactions contemplated thereby
(the "Business Combination").
2a. Organizational Documents Proposal 2A - as a Mgmt For For
special resolution, a change in the name of
SCS to "ProKidney Corp."
2b. Organizational Documents Proposal 2B - as Mgmt For For
an ordinary resolution, an increase of
authorized number of SCS Class B ordinary
shares of a par value of US$0.0001 each
from 50,000,000 to 500,000,000 (the
"Increase") such that following the
Increase, the authorized share capital of
SCS shall be US$100,500 divided into
500,000,000 Class A ordinary shares of a
par value of US$0.0001 each, 500,000,000
Class B ordinary shares of a par value of
US$0.0001 each and 5,000,000 preference
shares of a par value of US$0.0001 each.
2c. Organizational Documents Proposal 2C - as a Mgmt For For
special resolution, the amendment and
restatement of SCS's current memorandum and
articles of association (the "Memorandum
and Articles of Association") with the
second amended and restated memorandum and
articles of association (the "Amended and
Restated Memorandum and Articles of
Association") of SCS following the
consummation of the Business Combination
("New ProKidney").
3. Stock Issuance Proposal - For the purposes Mgmt For For
of complying with the applicable listing
rules of the Nasdaq Capital Market, to
consider and vote upon a proposal to
approve by ordinary resolution the issuance
of (x) New ProKidney's Class B ordinary
shares, par value $0.0001 per share, which
will be entitled to one vote per share
("New ProKidney Class B ordinary shares")
to ProKidney pursuant to the terms of the
Business Combination Agreement (including
New ProKidney Class B ordinary shares
...(due to space limits, see proxy material
for full proposal).
4a. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that Tim Bertram,
Ph.D. be appointed to serve as a Class III
director on New ProKidney's Board upon the
consummation of the Business Combination
for a term that will expire at New
ProKidney's annual general meeting of
shareholders in 2025.
4b. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that Pablo
Legorreta be appointed to serve as a Class
III director on New ProKidney's Board upon
the consummation of the Business
Combination for a term that will expire at
New ProKidney's annual general meeting of
shareholders in 2025.
4c. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that William F.
Doyle be appointed to serve as a Class I
director on New ProKidney's Board upon the
consummation of the Business Combination
for a term that will expire at New
ProKidney's annual general meeting of
shareholders in 2023.
4d. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that Alan M.
Lotvin, M.D. be appointed to serve as a
Class I director on New ProKidney's Board
upon the consummation of the Business
Combination for a term that will expire at
New ProKidney's annual general meeting of
shareholders in 2023.
4e. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that Brian J. G.
Pereira, M.D. be appointed to serve as a
Class I director on New ProKidney's Board
upon the consummation of the Business
Combination for a term that will expire at
New ProKidney's annual general meeting of
shareholders in 2023.
4f. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that Uma Sinha,
Ph.D. be appointed to serve as a Class III
director on New ProKidney's Board upon the
consummation of the Business Combination
for a term that will expire at New
ProKidney's annual general meeting of
shareholders in 2025.
4g. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that John M.
Maraganore, Ph.D. be appointed to serve as
a Class II director on New ProKidney's
Board upon the consummation of the Business
Combination for a term that will expire at
New ProKidney's annual general meeting of
shareholders in 2024.
4h. Director Appointment Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution of the holders of SCS
Class B ordinary shares that Jose Ignacio
Jimenez Santos be appointed to serve as a
Class II director on New ProKidney's Board
upon the consummation of the Business
Combination for a term that will expire at
New ProKidney's annual general meeting of
shareholders in 2024.
5. Incentive Equity Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution the
ProKidney Corp. 2022 Incentive Equity Plan.
6. Employee Stock Purchase Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution the
ProKidney Corp. Employee Stock Purchase
Plan.
7. Auditor Ratification Proposal - To consider Mgmt For For
and vote upon a proposal to approve the
appointment by SCS's audit committee of
Marcum LLP as the independent registered
public accountants to SCS to audit and
report on SCS's consolidated financial
statements for the year ending December 31,
2022.
8. Adjournment Proposal - To consider and vote Mgmt For For
upon a proposal to approve by ordinary
resolution the adjournment of the
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation of proxies in the
event that there are insufficient proxies
for, or otherwise in connection with, the
approval of one or more proposals at the
Extraordinary General Meeting.
--------------------------------------------------------------------------------------------------------------------------
SOCIAL LEVERAGE ACQUISITION CORP. I Agenda Number: 935745604
--------------------------------------------------------------------------------------------------------------------------
Security: 83363K102
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: SLAC
ISIN: US83363K1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional three months, from February 17,
2023 (the "Current Termination Date") to
May 17, 2023 (the "Extended Termination
Date").
2. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to eliminate from the charter
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51- 1(g)(1) of
the Exchange Act of less than $5,000,001 in
order to allow the Company to redeem public
shares irrespective of whether such
redemption would exceed the Redemption
Limitation.
3. Adjourn the special meeting to a later date Mgmt For For
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 and Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SOFTWARE ACQUISITION GROUP, INC. III Agenda Number: 935695479
--------------------------------------------------------------------------------------------------------------------------
Security: 83407J103
Meeting Type: Special
Meeting Date: 22-Aug-2022
Ticker: SWAG
ISIN: US83407J1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal (the
"Business Combination Proposal") to approve
the Agreement and Plan of Merger, dated as
of February 14, 2022 (as amended on April
20, 2022 and as it may be further amended,
supplemented or otherwise modified from
time to time in accordance with its terms,
the "Merger Agreement"), by and among
Software Acquisition Group Inc. III, a
Delaware corporation (" SWAG"), Nuevo
Merger Sub, Inc., a Delaware corporation
and ...(due to space limits, see proxy
material for full proposal).
2) The Charter Approval Proposal - To consider Mgmt For For
and vote upon a proposal (the "Charter
Approval Proposal") to adopt the Second
Amended and Restated Certificate of
Incorporation (the "Proposed Charter").
3) The Governance Proposal - To consider and Mgmt For For
act upon, on a non binding advisory basis,
a separate proposal (the "Governance
Proposal") with respect to certain
governance provisions in the Proposed
Charter in accordance with United States
Securities and Exchange Commission
requirements.
4) The Director Election Proposal - To Mgmt For For
consider and vote upon a proposal (the
"Director Election Proposal") to elect
seven directors to serve on the Board of
Directors of the Post- Combination Company
(the "Board") until the 2023 annual meeting
of stockholders, in the case of Class I
directors, the 2024 annual meeting of
stockholders, in the case of Class II
directors, and the 2025 annual meeting of
stockholders, in the case of Class III
directors, and, in each case, until their
respective successors are duly elected and
qualified.
5) The Nasdaq Proposal - To consider and vote Mgmt For For
upon a proposal (the "Nasdaq Proposal") to
approve, for purposes of complying with
applicable listing rules of Nasdaq: (i) the
issuance of shares of SWAG Class A Common
Stock to Nogin Stockholders pursuant to the
Merger Agreement; (ii) the issuance of
shares of SWAG Class A Common Stock
pursuant to the conversion of SWAG Class B
Common Stock; (iii) the potential future
issuance of shares of SWAG Class A Common
Stock to certain investors (the "PIPE
Investors ...(due to space limits, see
proxy material for full proposal).
6) The Incentive Plan Proposal - To consider Mgmt For For
and vote upon a proposal (the "Incentive
Plan Proposal") to approve and adopt the
Incentive Plan (as defined herein).
7) The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal (the "Adjournment
Proposal" and, each of the Business
Combination Proposal, the Charter Approval
Proposal, the Governance Proposal, the
Nasdaq Proposal, the Director Election
Proposal, the Incentive Plan Proposal, and
the Adjournment Proposal, each a "Proposal"
and collectively, the "Proposals") to
approve the adjournment of the Special
Meeting to a later date or dates, if
necessary, to permit further solicitation
and ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
SOLAREDGE TECHNOLOGIES, INC. Agenda Number: 935833194
--------------------------------------------------------------------------------------------------------------------------
Security: 83417M104
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: SEDG
ISIN: US83417M1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marcel Gani Mgmt For For
1b. Election of Director: Tal Payne Mgmt For For
2. Ratification of appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for the year ending
December 31, 2023.
3. Approval of, on an advisory and non-binding Mgmt For For
basis, the compensation of our named
executive officers (the "Say-on-Pay" vote).
4. Vote, on an advisory and non-binding basis, Mgmt 1 Year For
on the preferred frequency of future
stockholder advisory votes to approve the
compensation of our named executive
officers (the "Say-on- Frequency" vote).
5. Approval of an amendment to the Company's Mgmt For For
certificate of incorporation to declassify
the Board and phase-in annual director
elections.
6. Approval of an amendment to the Company's Mgmt For For
certificate of incorporation to remove the
supermajority voting requirements to amend
certain provisions of the Company's
certificate of incorporation and bylaws.
7. Approval of an amendment to the Company's Mgmt For For
certificate of incorporation to add a
federal forum selection provision for
causes of action under the Securities Act
of 1933.
--------------------------------------------------------------------------------------------------------------------------
SOUTHPORT ACQUISITION CORPORATION Agenda Number: 935878667
--------------------------------------------------------------------------------------------------------------------------
Security: 84465L105
Meeting Type: Special
Meeting Date: 09-Jun-2023
Ticker: PORT
ISIN: US84465L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal to amend the Amended and Mgmt For For
Restated Certificate of Incorporation of
Southport Acquisition Corporation (the
"Company") to extend the date by which the
Company must consummate an initial business
combination (the "Extension") from June 14,
2023 (the date that is 18 months from the
closing date of the Company's initial
public offering) to September 14, 2023 and
to allow the board of directors of the
Company, without another stockholder vote,
to elect to further extend the date to
consummate.
2. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension (the
"Adjournment Proposal"). The Adjournment
Proposal will only be presented at the
special meeting if there are not sufficient
votes for, or otherwise in connection with,
approval of the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO. Agenda Number: 935815413
--------------------------------------------------------------------------------------------------------------------------
Security: 844741108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: LUV
ISIN: US8447411088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David W. Biegler Mgmt For For
1b. Election of Director: J. Veronica Biggins Mgmt For For
1c. Election of Director: Douglas H. Brooks Mgmt For For
1d. Election of Director: Eduardo F. Conrado Mgmt For For
1e. Election of Director: William H. Cunningham Mgmt For For
1f. Election of Director: Thomas W. Gilligan Mgmt For For
1g. Election of Director: David P. Hess Mgmt For For
1h. Election of Director: Robert E. Jordan Mgmt For For
1i. Election of Director: Gary C. Kelly Mgmt For For
1j. Election of Director: Elaine Mendoza Mgmt For For
1k. Election of Director: John T. Montford Mgmt For For
1l. Election of Director: Christopher P. Mgmt For For
Reynolds
1m. Election of Director: Ron Ricks Mgmt For For
1n. Election of Director: Jill A. Soltau Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on frequency of votes on Mgmt 1 Year For
named executive officer compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
5. Advisory vote on shareholder proposal to Shr Against For
permit shareholder removal of directors
without cause.
6. Advisory vote on shareholder proposal to Shr For Against
require shareholder ratification of
termination pay.
--------------------------------------------------------------------------------------------------------------------------
SPINDLETOP HEALTH ACQUISITION CORP Agenda Number: 935746670
--------------------------------------------------------------------------------------------------------------------------
Security: 84854Q103
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: SHCA
ISIN: US84854Q1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: To permit the Company to Mgmt For For
liquidate and wind up early by amending the
Company's Amended and Restated Certificate
of Incorporation in the form set forth in
Annex A of the accompanying proxy
statement.
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated November 3, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee, pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement to change the
date on which Continental must commence
liquidation of the Trust Account
established in connection with the
Company's initial public offering to the
Amended Termination Date.
3. Adjournment: To adjourn the Special Meeting Mgmt For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from shares of the
Company's holders of the Common Stock to
approve the Charter Amendment Proposal and
Trust Amendment Proposal or if otherwise
determined by the chairperson of the
Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
SPIRIT AIRLINES, INC. Agenda Number: 935655540
--------------------------------------------------------------------------------------------------------------------------
Security: 848577102
Meeting Type: Special
Meeting Date: 27-Jul-2022
Ticker: SAVE
ISIN: US8485771021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, Mgmt For For
dated as of February 5, 2022, as it may be
amended from time to time by and between
Spirit Airlines, Inc., Frontier Group
Holdings, Inc. and Top Gun Acquisition
Corp.
2. To approve, on an advisory (non-binding) Mgmt For For
basis, the compensation that may be paid or
become payable to Spirit's named executive
officers that is based on or otherwise
relates to the merger, as disclosed in the
attached Proxy Statement pursuant to
executive compensation disclosure rules
under the Securities Exchange Act of 1934,
as amended.
3. To approve one or more adjournments of the Mgmt For For
Spirit special meeting, if necessary or
appropriate, including adjournments to
permit further solicitation of proxies in
favor of the merger proposal.
--------------------------------------------------------------------------------------------------------------------------
SPIRIT AIRLINES, INC. Agenda Number: 935711994
--------------------------------------------------------------------------------------------------------------------------
Security: 848577102
Meeting Type: Special
Meeting Date: 19-Oct-2022
Ticker: SAVE
ISIN: US8485771021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, Mgmt For For
dated as of July 28, 2022, as it may be
amended from time to time by and between
Spirit Airlines, Inc., JetBlue Airways
Corporation and Sundown Acquisition Corp.
2. To approve, on an advisory (non-binding) Mgmt For For
basis, the compensation that may be paid or
become payable to Spirit's named executive
officers that is based on or otherwise
relates to the merger, as disclosed in the
attached Proxy Statement pursuant to
executive compensation disclosure rules
under the Securities Exchange Act of 1934,
as amended.
3. To approve one or more adjournments of the Mgmt For For
Spirit special meeting, if necessary or
appropriate, including adjournments to
permit further solicitation of proxies in
favor of the merger proposal.
--------------------------------------------------------------------------------------------------------------------------
SPIRIT AIRLINES, INC. Agenda Number: 935792146
--------------------------------------------------------------------------------------------------------------------------
Security: 848577102
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SAVE
ISIN: US8485771021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Edward M. Christie III Mgmt For For
Mark B. Dunkerley Mgmt For For
Christine P. Richards Mgmt For For
2. To ratify the selection, by the Audit Mgmt For For
Committee of the Board of Directors, of
Ernst & Young LLP as the independent
registered public accounting firm of the
Company for its fiscal year ending December
31, 2023.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers as disclosed in the
attached Proxy Statement pursuant to
executive compensation disclosure rules
under the Securities Exchange Act of 1934,
as amended.
--------------------------------------------------------------------------------------------------------------------------
SPORTSMAP TECH ACQUISITION CORP Agenda Number: 935796954
--------------------------------------------------------------------------------------------------------------------------
Security: 84921J108
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: SMAP
ISIN: US84921J1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve an amendment the Company's Mgmt For For
amended and restated certificate of
incorporation to extend the date by which
the Company must consummate a business
combination or, if it fails to do so, cease
its operations and redeem or repurchase
100% of the shares of the Company's common
stock issued in the Company's initial
public offering, from April 20, 2023,
monthly for up to eight additional months
at the election of the Company, ultimately
until as late as December 20, 2023 (the
Extension).
2. To approve an amendment to the Investment Mgmt For For
Management Trust Agreement, dated October
18, 2021, by and between the Company and
Continental Stock Transfer & Company, to
authorize the Extension contemplated by
Proposal 1 and its implementation by the
Company.
3. To authorize the adjournment of the Special Mgmt For For
Meeting, if necessary, to solicit
additional proxies if there are not
sufficient votes at the time of the Special
Meeting or adjournment or postponement
thereof to approve of the foregoing
proposals.
--------------------------------------------------------------------------------------------------------------------------
SPORTSMAP TECH ACQUISITION CORP Agenda Number: 935796954
--------------------------------------------------------------------------------------------------------------------------
Security: 84921J116
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: SMAPW
ISIN: US84921J1161
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve an amendment the Company's Mgmt For For
amended and restated certificate of
incorporation to extend the date by which
the Company must consummate a business
combination or, if it fails to do so, cease
its operations and redeem or repurchase
100% of the shares of the Company's common
stock issued in the Company's initial
public offering, from April 20, 2023,
monthly for up to eight additional months
at the election of the Company, ultimately
until as late as December 20, 2023 (the
Extension).
2. To approve an amendment to the Investment Mgmt For For
Management Trust Agreement, dated October
18, 2021, by and between the Company and
Continental Stock Transfer & Company, to
authorize the Extension contemplated by
Proposal 1 and its implementation by the
Company.
3. To authorize the adjournment of the Special Mgmt For For
Meeting, if necessary, to solicit
additional proxies if there are not
sufficient votes at the time of the Special
Meeting or adjournment or postponement
thereof to approve of the foregoing
proposals.
--------------------------------------------------------------------------------------------------------------------------
SPREE ACQUISITION CORP. 1 LIMITED Agenda Number: 935881474
--------------------------------------------------------------------------------------------------------------------------
Security: G83745102
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: SHAP
ISIN: KYG837451023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Articles Extension Proposal - A proposal to Mgmt For For
approve, by way of special resolution, an
amendment to the Company's amended and
restated memorandum and articles of
association in the form set forth in Annex
A of the accompanying proxy statement, to
extend the date by which the Company would
be permitted to consummate an initial
business combination from June 20, 2023 to
March 20, 2024, as well as to permit the
Board, in its sole discretion, to elect to
wind up the Company's operations on an
earlier date.
2. Trust Extension Proposal - A proposal to Mgmt For For
amend the Company's investment management
trust agreement, dated as of December 15,
2021, by and between the Company and
Continental Stock Transfer & Trust Company,
to extend the date by which the Company
would be permitted to consummate a business
combination from June 20, 2023 to March 20,
2024, or such earlier date as may be
determined by the Board, in its sole
discretion, pursuant to the resolution set
forth in Proposal No. 2 of the accompanying
proxy statement.
3. Amendment Proposal - Approval, by way of Mgmt For For
special resolution, of an amendment to the
Company's amended and restated memorandum
and articles of association to provide that
the existing restriction on issuance of
additional shares that would vote together
with the public Class A ordinary shares on
a proposal to approve the Company's initial
business combination, will not apply to
issuance of Class A ordinary shares upon
conversion of Class B ordinary shares where
the converting holders waive rights to
proceeds from the Company's trust account.
5. The Adjournment Proposal - A proposal to Mgmt For For
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1, Proposal No. 2,
Proposal No. 3 or Proposal No. 4, pursuant
to the resolution set forth in Proposal No.
5 of the accompanying proxy statement.
--------------------------------------------------------------------------------------------------------------------------
SPRINGWATER SPECIAL SITUATIONS CORP. Agenda Number: 935765048
--------------------------------------------------------------------------------------------------------------------------
Security: 85205U107
Meeting Type: Special
Meeting Date: 27-Feb-2023
Ticker: SWSS
ISIN: US85205U1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Issuance Amendment Proposal - Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to allow the Company to
issue a dividend of securities prior to the
consummation of an initial business
combination.
2. Extension Amendment Proposal - Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date that
the Company has to consummate a business
combination to August 28, 2023.
3. Adjournment Proposal - Approve the Mgmt For For
adjournment of the special meeting to a
later date or dates, if the Company
determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt For For
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr Against For
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr Against For
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
STATE STREET CORPORATION Agenda Number: 935809155
--------------------------------------------------------------------------------------------------------------------------
Security: 857477103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: STT
ISIN: US8574771031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. de Saint-Aignan Mgmt For For
1b. Election of Director: M. Chandoha Mgmt For For
1c. Election of Director: D. DeMaio Mgmt For For
1d. Election of Director: A. Fawcett Mgmt For For
1e. Election of Director: W. Freda Mgmt For For
1f. Election of Director: S. Mathew Mgmt For For
1g. Election of Director: W. Meaney Mgmt For For
1h. Election of Director: R. O'Hanley Mgmt For For
1i. Election of Director: S. O'Sullivan Mgmt For For
1j. Election of Director: J. Portalatin Mgmt For For
1k. Election of Director: J. Rhea Mgmt For For
1l. Election of Director: G. Summe Mgmt For For
2. To approve an advisory proposal on Mgmt For For
executive compensation.
3. To recommend, by advisory vote, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
4. To approve the Amended and Restated 2017 Mgmt For For
Stock Incentive Plan.
5. To ratify the selection of Ernst & Young Mgmt For For
LLP as State Street's independent
registered public accounting firm for the
year ending December 31, 2023.
6. Shareholder proposal relating to asset Shr Against For
management stewardship practices, if
properly presented.
--------------------------------------------------------------------------------------------------------------------------
STONEBRIDGE ACQUISITION CORPORATION Agenda Number: 935757596
--------------------------------------------------------------------------------------------------------------------------
Security: G85094103
Meeting Type: Special
Meeting Date: 20-Jan-2023
Ticker: APAC
ISIN: KYG850941033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - That Mgmt For For
Articles of Association of StoneBridge
currently in effect be amended to give
Company right to extend Combination Period
from 1/20/2023 up to six times for an
additional one month each time up to
7/20/2023 (i.e., for a period of time
ending up to 24 months after consummation
of its IPO) by depositing into Trust
Account, for each one-month extension,
$0.05 for each Class A ordinary share
outstanding after giving effect to the
Redemption, which amount shall not exceed
$150,000.00 per Extension.
2) The Adjournment Proposal - To adjourn the Mgmt For For
Extraordinary General Meeting of
StoneBridge shareholders to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Extraordinary General Meeting, there are
not sufficient votes to approve the
Extension Amendment Proposal, or to provide
additional time to effectuate the
Extension.
--------------------------------------------------------------------------------------------------------------------------
STORE CAPITAL CORPORATION Agenda Number: 935732518
--------------------------------------------------------------------------------------------------------------------------
Security: 862121100
Meeting Type: Special
Meeting Date: 09-Dec-2022
Ticker: STOR
ISIN: US8621211007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the merger of STORE Capital Mgmt For For
Corporation with and into Ivory REIT, LLC
(the "merger"), with Ivory REIT, LLC
surviving the merger, as contemplated by
the Agreement and Plan of Merger, dated as
of September 15, 2022, as may be amended
from time to time (the "merger agreement"),
among STORE Capital Corporation, Ivory
REIT, LLC and Ivory Parent, LLC (the
"merger proposal").
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation that may be paid or
become payable to our named executive
officers that is based on or otherwise
relates to the merger.
3. To approve any adjournment of the special Mgmt For For
meeting for the purpose of soliciting
additional proxies if there are not
sufficient votes at the special meeting to
approve the merger proposal.
--------------------------------------------------------------------------------------------------------------------------
STRYKER CORPORATION Agenda Number: 935785444
--------------------------------------------------------------------------------------------------------------------------
Security: 863667101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SYK
ISIN: US8636671013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary K. Brainerd Mgmt For For
1b. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1c. Election of Director: Srikant M. Datar, Mgmt For For
Ph.D.
1d. Election of Director: Allan C. Golston Mgmt For For
1e. Election of Director: Kevin A. Lobo (Chair Mgmt For For
of the Board, Chief Executive Officer and
President)
1f. Election of Director: Sherilyn S. McCoy Mgmt For For
(Lead Independent Director)
1g. Election of Director: Andrew K. Silvernail Mgmt For For
1h. Election of Director: Lisa M. Skeete Tatum Mgmt For For
1i. Election of Director: Ronda E. Stryker Mgmt For For
1j. Election of Director: Rajeev Suri Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Our Independent Registered
Public Accounting Firm for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation.
5. Shareholder Proposal on Political Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
SUMMIT HEALTHCARE ACQUISITION CORP. Agenda Number: 935766482
--------------------------------------------------------------------------------------------------------------------------
Security: G8566R102
Meeting Type: Special
Meeting Date: 14-Mar-2023
Ticker: SMIH
ISIN: KYG8566R1020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal - An ordinary Mgmt For For
resolution, that the Business Combination
Agreement, a copy of which is included as
Annex A to the accompanying proxy
statement/prospectus, and the transactions
contemplated therein, whereby (i) Merger
Sub I will merge with and into Summit (the
"First Merger"), (ii) promptly thereafter
and as part of the same overall
transaction, the Surviving Entity will
merge with and into Merger Sub II.
2. Merger Proposal - A special resolution, Mgmt For For
that the First Merger and the plan of
merger for the First Merger (the "Plan of
First Merger"), and any and all
transactions provided for in the First Plan
of Merger.
3. Adjournment Proposal - An ordinary Mgmt For For
resolution, that the Extraordinary General
Meeting be adjourned to a later date to be
determined by the chairman thereof, if
necessary.
--------------------------------------------------------------------------------------------------------------------------
SWIFTMERGE ACQUISITION CORPORATION Agenda Number: 935875849
--------------------------------------------------------------------------------------------------------------------------
Security: G63836103
Meeting Type: Special
Meeting Date: 15-Jun-2023
Ticker: IVCP
ISIN: KYG638361033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt For For
resolution to amend the Company's amended
and restated memorandum and articles of
association ("Articles") in the form set
forth in Part 1 of Annex A of the
accompanying proxy statement to extend the
date that the Company has to consummate a
business combination from June 17, 2023 to
March 15, 2024, Conditional upon the
approval of Proposal 2.
2. Amendment of Trust Agreement - Amend the Mgmt For For
Investment Management Trust Agreement,
dated December 17, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from June 17, 2023 to March 15, 2024.
Proposal 2 is conditioned on the approval
of Proposal 1.
3. Founder Share Amendment Proposal - As a Mgmt For For
special resolution, to amend the Company's
Articles pursuant to an amendment in the
form set forth in Part 2 of Annex A of the
accompanying proxy statement to provide for
the right of a holder of the Founder Shares
to convert into Class A Ordinary Shares on
a one-for-one basis prior to the closing of
a business combination at the election of
the holder, where the holders of such
Shares have waived any right to receive
funds from the Trust Account.
4. Adjournment - Adjourn the Extraordinary Mgmt For For
General Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr For
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 935842206
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andre Almeida Mgmt For For
Marcelo Claure Mgmt For For
Srikant M. Datar Mgmt For For
Srinivasan Gopalan Mgmt For For
Timotheus Hottges Mgmt For For
Christian P. Illek Mgmt For For
Raphael Kubler Mgmt For For
Thorsten Langheim Mgmt For For
Dominique Leroy Mgmt For For
Letitia A. Long Mgmt For For
G. Michael Sievert Mgmt For For
Teresa A. Taylor Mgmt For For
Kelvin R. Westbrook Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
Provided to the Company's Named Executive
Officers for 2022.
4. Advisory Vote on the Frequency of Future Mgmt 3 Years For
Advisory Votes to Approve the Compensation
Provided to the Company's Named Executive
Officers.
5. Approval of T-Mobile US, Inc. 2023 Mgmt For For
Incentive Award Plan.
6. Approval of T-Mobile US, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TALON 1 ACQUISITION CORP. Agenda Number: 935758079
--------------------------------------------------------------------------------------------------------------------------
Security: G86656108
Meeting Type: Special
Meeting Date: 27-Jan-2023
Ticker: TOAC
ISIN: KYG866561080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - That the Mgmt For For
Articles of Association of Talon 1
currently in effect be amended to give the
Company the right to extend the Combination
Period from February 8, 2023 up to nine
times to November 8, 2023 (i.e., for a
period of time ending up to 24 months after
the consummation of its initial public
offering) by depositing into the Trust
Account, for each one-month extension, the
lesser of (a) $330,000 and (b) $0.06 for
each Class A ordinary share outstanding
after giving effect to the Redemption.
2) The Trust Agreement Amendment Proposal - To Mgmt For For
approve an amendment to the Company's
Investment Management Trust Agreement,
dated November 3, 2021, by and between
Talon 1 and Continental Stock Transfer &
Trust Company, allowing Talon 1 to extend
the Combination Period from February 8,
2023 up to nine times to November 8, 2023
by depositing into the Trust Account, for
each one-month extension, the lesser of (a)
$330,000 and (b) $0.06 for each Class A
ordinary share outstanding after giving
effect to the Redemption.
3) The Adjournment Proposal - To adjourn the Mgmt For For
Extraordinary General Meeting of Talon 1
shareholders to a later date or dates, if
necessary, to permit further solicitation
and vote of Proxies if, based upon the
tabulated vote at the time of the
Extraordinary General Meeting, there are
not sufficient votes to approve the
Extension Amendment Proposal, or to provide
additional time to effectuate the
Extension.
--------------------------------------------------------------------------------------------------------------------------
TARGET CORPORATION Agenda Number: 935847220
--------------------------------------------------------------------------------------------------------------------------
Security: 87612E106
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: TGT
ISIN: US87612E1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1c. Election of Director: George S. Barrett Mgmt For For
1d. Election of Director: Gail K. Boudreaux Mgmt For For
1e. Election of Director: Brian C. Cornell Mgmt For For
1f. Election of Director: Robert L. Edwards Mgmt For For
1g. Election of Director: Donald R. Knauss Mgmt For For
1h. Election of Director: Christine A. Leahy Mgmt For For
1i. Election of Director: Monica C. Lozano Mgmt For For
1j. Election of Director: Grace Puma Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
1l. Election of Director: Dmitri L. Stockton Mgmt For For
2. Company proposal to ratify the appointment Mgmt For For
of Ernst & Young LLP as our independent
registered public accounting firm.
3. Company proposal to approve, on an advisory Mgmt For For
basis, our executive compensation (Say on
Pay).
4. Company proposal to approve, on an advisory Mgmt 1 Year For
basis, the frequency of our Say on Pay
votes (Say on Pay Vote Frequency).
5. Shareholder proposal to adopt a policy for Shr Against For
an independent chairman.
--------------------------------------------------------------------------------------------------------------------------
TCW SPECIAL PURPOSE ACQUISITION CORP. Agenda Number: 935743749
--------------------------------------------------------------------------------------------------------------------------
Security: 87301L106
Meeting Type: Special
Meeting Date: 15-Dec-2022
Ticker: TSPQ
ISIN: US87301L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation by adopting the third
amended and restated certificate of
incorporation in the form set forth in
Annex A of the proxy statement (the "Third
Amended and Restated Charter"), to amend
the date by which the Company must cease
all operations except for the purpose of
winding up if it fails to complete a
merger, capital stock exchange, asset
acquisition, stock purchase, reorganization
or similar business ...(due to space
limits,see proxy material for full
proposal).
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated March 1, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company,
as trustee ("Continental"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the proxy
statement to change the date on which
Continental must commence liquidation of
the trust account established in connection
with the Company's initial public ...(due
to space limits,see proxy material for full
proposal).
3. The Adjournment Proposal - To adjourn the Mgmt For For
Special Meeting to a later date or dates or
sine die, if necessary, either (x) to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from the holders of
Class A common stock, par value $0.0001 per
share, and Class B common stock, par value
$0.0001 per share, to approve the Charter
Amendment Proposal and/or the Trust
Amendment Proposal or (y) if the Company's
...(due to space limits,see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
TE CONNECTIVITY LTD Agenda Number: 935772613
--------------------------------------------------------------------------------------------------------------------------
Security: H84989104
Meeting Type: Annual
Meeting Date: 15-Mar-2023
Ticker: TEL
ISIN: CH0102993182
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jean-Pierre Clamadieu Mgmt For For
1b. Election of Director: Terrence R. Curtin Mgmt For For
1c. Election of Director: Carol A. ("John") Mgmt For For
Davidson
1d. Election of Director: Lynn A. Dugle Mgmt For For
1e. Election of Director: William A. Jeffrey Mgmt For For
1f. Election of Director: Syaru Shirley Lin Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Heath A. Mitts Mgmt For For
1i. Election of Director: Abhijit Y. Talwalkar Mgmt For For
1j. Election of Director: Mark C. Trudeau Mgmt For For
1k. Election of Director: Dawn C. Willoughby Mgmt For For
1l. Election of Director: Laura H. Wright Mgmt For For
2. To elect Thomas J. Lynch as the Chairman of Mgmt For For
the Board of Directors
3a. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Abhijit Y. Talwalkar
3b. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Mark C. Trudeau
3c. To elect the individual member of the Mgmt For For
Management Development and Compensation
Committee: Dawn C. Willoughby
4. To elect Dr. Rene Schwarzenbach, of Proxy Mgmt For For
Voting Services GmbH, or another individual
representative of Proxy Voting Services
GmbH if Dr. Schwarzenbach is unable to
serve at the relevant meeting, as the
independent proxy at the 2024 annual
meeting of TE Connectivity and any
shareholder meeting that may be held prior
to that meeting.
5.1 To approve the 2022 Annual Report of TE Mgmt For For
Connectivity Ltd. (excluding the statutory
financial statements for the fiscal year
ended September 30, 2022, the consolidated
financial statements for the fiscal year
ended September 30, 2022 and the Swiss
Statutory Compensation Report for the
fiscal year ended September 30, 2022).
5.2 To approve the statutory financial Mgmt For For
statements of TE Connectivity Ltd. for the
fiscal year ended September 30, 2022.
5.3 To approve the consolidated financial Mgmt For For
statements of TE Connectivity Ltd. for the
fiscal year ended September 30, 2022.
6. To release the members of the Board of Mgmt For For
Directors and executive officers of TE
Connectivity for activities during the
fiscal year ended September 30, 2022.
7.1 To elect Deloitte & Touche LLP as TE Mgmt For For
Connectivity's independent registered
public accounting firm for fiscal year
2023.
7.2 To elect Deloitte AG, Zurich, Switzerland, Mgmt For For
as TE Connectivity's Swiss registered
auditor until the next annual general
meeting of TE Connectivity.
7.3 To elect PricewaterhouseCoopers AG, Zurich, Mgmt For For
Switzerland, as TE Connectivity's special
auditor until the next annual general
meeting of TE Connectivity.
8. An advisory vote to approve named executive Mgmt For For
officer compensation.
9. An advisory vote on the frequency of an Mgmt 1 Year For
advisory vote to approve named executive
officer compensation.
10. An advisory vote to approve the Swiss Mgmt For For
Statutory Compensation Report for the
fiscal year ended September 30, 2022.
11. A binding vote to approve fiscal year 2024 Mgmt For For
maximum aggregate compensation amount for
executive management.
12. A binding vote to approve fiscal year 2024 Mgmt For For
maximum aggregate compensation amount for
the Board of Directors.
13. To approve the carryforward of Mgmt For For
unappropriated accumulated earnings at
September 30, 2022.
14. To approve a dividend payment to Mgmt For For
shareholders equal to $2.36 per issued
share to be paid in four equal quarterly
installments of $0.59 starting with the
third fiscal quarter of 2023 and ending in
the second fiscal quarter of 2024 pursuant
to the terms of the dividend resolution.
15. To approve an authorization relating to TE Mgmt For For
Connectivity's Share Repurchase Program.
16. To approve a reduction of share capital for Mgmt For For
shares acquired under TE Connectivity's
share repurchase program and related
amendments to the articles of association
of TE Connectivity Ltd.
17. To approve changes to share capital and Mgmt For For
related amendments to the articles of
association of TE Connectivity Ltd.
--------------------------------------------------------------------------------------------------------------------------
TELEDYNE TECHNOLOGIES INCORPORATED Agenda Number: 935781232
--------------------------------------------------------------------------------------------------------------------------
Security: 879360105
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: TDY
ISIN: US8793601050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Kenneth C. Dahlberg Mgmt For For
1.2 Election of Director: Michelle A. Kumbier Mgmt For For
1.3 Election of Director: Robert A. Malone Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for
fiscal year 2023.
3. Approval of a non-binding advisory Mgmt For For
resolution on the Company's executive
compensation.
4. Approval of a non-binding advisory Mgmt 1 Year For
resolution on the frequency of future
stockholder votes on the Company's
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
TERADYNE, INC. Agenda Number: 935790281
--------------------------------------------------------------------------------------------------------------------------
Security: 880770102
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: TER
ISIN: US8807701029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Mgmt For For
Timothy E. Guertin
1b. Election of Director for a one-year term: Mgmt For For
Peter Herweck
1c. Election of Director for a one-year term: Mgmt For For
Mercedes Johnson
1d. Election of Director for a one-year term: Mgmt For For
Ernest E. Maddock
1e. Election of Director for a one-year term: Mgmt For For
Marilyn Matz
1f. Election of Director for a one-year term: Mgmt For For
Gregory S. Smith
1g. Election of Director for a one-year term: Mgmt For For
Ford Tamer
1h. Election of Director for a one-year term: Mgmt For For
Paul J. Tufano
2. To approve, in a non-binding, advisory Mgmt For For
vote, the compensation of the Company's
named executive officers.
3. To approve, in a non-binding, advisory Mgmt 1 Year For
vote, that the frequency of an advisory
vote on the compensation of the Company's
named executive officers as set forth in
the Company's proxy statement is every
year, every two years, or every three
years.
4. To ratify the selection of the firm of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935804636
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elon Musk Mgmt For For
1.2 Election of Director: Robyn Denholm Mgmt For For
1.3 Election of Director: JB Straubel Mgmt For For
2. Tesla proposal to approve executive Mgmt For For
compensation on a non- binding advisory
basis.
3. Tesla proposal to approve the frequency of Mgmt 3 Years For
future votes on executive compensation on a
non-binding advisory basis.
4. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
5. Stockholder proposal regarding reporting on Shr Against For
key-person risk.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 935777120
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Blinn Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt For For
1c. Election of Director: Janet F. Clark Mgmt For For
1d. Election of Director: Carrie S. Cox Mgmt For For
1e. Election of Director: Martin S. Craighead Mgmt For For
1f. Election of Director: Curtis C. Farmer Mgmt For For
1g. Election of Director: Jean M. Hobby Mgmt For For
1h. Election of Director: Haviv Ilan Mgmt For For
1i. Election of Director: Ronald Kirk Mgmt For For
1j. Election of Director: Pamela H. Patsley Mgmt For For
1k. Election of Director: Robert E. Sanchez Mgmt For For
1l. Election of Director: Richard K. Templeton Mgmt For For
2. Board proposal to approve amendment and Mgmt For For
restatement of the TI Employees 2014 Stock
Purchase Plan to extend the termination
date.
3. Board proposal regarding advisory vote on Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
4. Board proposal regarding advisory approval Mgmt For For
of the Company's executive compensation.
5. Board proposal to ratify the appointment of Mgmt For For
Ernst & Young LLP as the Company's
independent registered public accounting
firm for 2023.
6. Stockholder proposal to permit a combined Shr Against For
10% of stockholders to call a special
meeting.
7. Stockholder proposal to report on due Shr Against For
diligence efforts to trace end-user misuse
of company products.
--------------------------------------------------------------------------------------------------------------------------
THE AES CORPORATION Agenda Number: 935774984
--------------------------------------------------------------------------------------------------------------------------
Security: 00130H105
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: AES
ISIN: US00130H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Janet G. Davidson Mgmt For For
1b. Election of Director: Andres R. Gluski Mgmt For For
1c. Election of Director: Tarun Khanna Mgmt For For
1d. Election of Director: Holly K. Koeppel Mgmt For For
1e. Election of Director: Julia M. Laulis Mgmt For For
1f. Election of Director: Alain Monie Mgmt For For
1g. Election of Director: John B. Morse, Jr. Mgmt For For
1h. Election of Director: Moises Naim Mgmt For For
1i. Election of Director: Teresa M. Sebastian Mgmt For For
1j. Election of Director: Maura Shaughnessy Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
Company's executive compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor of the
Company for fiscal year 2023.
5. If properly presented, to vote on a Shr For Against
non-binding Stockholder proposal to subject
termination pay to Stockholder approval.
--------------------------------------------------------------------------------------------------------------------------
THE ALLSTATE CORPORATION Agenda Number: 935817859
--------------------------------------------------------------------------------------------------------------------------
Security: 020002101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: ALL
ISIN: US0200021014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donald E. Brown Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Richard T. Hume Mgmt For For
1d. Election of Director: Margaret M. Keane Mgmt For For
1e. Election of Director: Siddharth N. Mehta Mgmt For For
1f. Election of Director: Jacques P. Perold Mgmt For For
1g. Election of Director: Andrea Redmond Mgmt For For
1h. Election of Director: Gregg M. Sherrill Mgmt For For
1i. Election of Director: Judith A. Sprieser Mgmt For For
1j. Election of Director: Perry M. Traquina Mgmt For For
1k. Election of Director: Monica Turner Mgmt For For
1l. Election of Director: Thomas J. Wilson Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the named executives.
3. Say on pay frequency vote. Mgmt 1 Year For
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Allstate's independent
registered public accountant for 2023.
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF NEW YORK MELLON CORPORATION Agenda Number: 935771180
--------------------------------------------------------------------------------------------------------------------------
Security: 064058100
Meeting Type: Annual
Meeting Date: 12-Apr-2023
Ticker: BK
ISIN: US0640581007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda Z. Cook Mgmt For For
1b. Election of Director: Joseph J. Echevarria Mgmt For For
1c. Election of Director: M. Amy Gilliland Mgmt For For
1d. Election of Director: Jeffrey A. Goldstein Mgmt For For
1e. Election of Director: K. Guru Gowrappan Mgmt For For
1f. Election of Director: Ralph Izzo Mgmt For For
1g. Election of Director: Sandra E. "Sandie" Mgmt For For
O'Connor
1h. Election of Director: Elizabeth E. Robinson Mgmt For For
1i. Election of Director: Frederick O. Terrell Mgmt For For
1j. Election of Director: Robin Vince Mgmt For For
1k. Election of Director: Alfred W. "Al" Zollar Mgmt For For
2. Advisory resolution to approve the 2022 Mgmt For For
compensation of our named executive
officers.
3. Advisory vote recommending the frequency Mgmt 1 Year For
with which we conduct a say-on-pay vote.
4. Ratify the appointment of KPMG LLP as our Mgmt For For
independent auditor for 2023.
5. Approve the 2023 Long-Term Incentive Plan. Mgmt For For
6. Stockholder proposal regarding stockholder Shr For Against
ratification of certain executive severance
payments, if properly presented.
--------------------------------------------------------------------------------------------------------------------------
THE BOEING COMPANY Agenda Number: 935770063
--------------------------------------------------------------------------------------------------------------------------
Security: 097023105
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: BA
ISIN: US0970231058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert A. Bradway Mgmt For For
1b. Election of Director: David L. Calhoun Mgmt For For
1c. Election of Director: Lynne M. Doughtie Mgmt For For
1d. Election of Director: David L. Gitlin Mgmt For For
1e. Election of Director: Lynn J. Good Mgmt For For
1f. Election of Director: Stayce D. Harris Mgmt For For
1g. Election of Director: Akhil Johri Mgmt For For
1h. Election of Director: David L. Joyce Mgmt For For
1i. Election of Director: Lawrence W. Kellner Mgmt For For
1j. Election of Director: Steven M. Mollenkopf Mgmt For For
1k. Election of Director: John M. Richardson Mgmt For For
1l. Election of Director: Sabrina Soussan Mgmt For For
1m. Election of Director: Ronald A. Williams Mgmt For For
2. Approve, on an Advisory Basis, Named Mgmt For For
Executive Officer Compensation.
3. Approve, on an Advisory Basis, the Mgmt 1 Year For
Frequency of Future Advisory Votes on Named
Executive Officer Compensation.
4. Approve The Boeing Company 2023 Incentive Mgmt For For
Stock Plan.
5. Ratify the Appointment of Deloitte & Touche Mgmt For For
LLP as Independent Auditor for 2023.
6. China Report. Shr Against For
7. Report on Lobbying Activities. Shr Against For
8. Report on Climate Lobbying. Shr Against For
9. Pay Equity Disclosure. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 935809523
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Marianne C. Brown Mgmt For For
1b. Election of director: Frank C. Herringer Mgmt For For
1c. Election of director: Gerri K. Mgmt For For
Martin-Flickinger
1d. Election of director: Todd M. Ricketts Mgmt For For
1e. Election of director: Carolyn Mgmt For For
Schwab-Pomerantz
2. Ratification of the selection of Deloitte & Mgmt For For
Touche LLP as independent auditors
3. Advisory vote to approve named executive Mgmt For For
officer compensation
4. Frequency of advisory vote on named Mgmt 1 Year For
executive officer compensation
5. Stockholder Proposal requesting pay equity Shr Against For
disclosure
6. Stockholder Proposal requesting company Shr Against For
report on discrimination risk oversight and
impact
--------------------------------------------------------------------------------------------------------------------------
THE CIGNA GROUP Agenda Number: 935779073
--------------------------------------------------------------------------------------------------------------------------
Security: 125523100
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: CI
ISIN: US1255231003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David M. Cordani Mgmt For For
1b. Election of Director: William J. DeLaney Mgmt For For
1c. Election of Director: Eric J. Foss Mgmt For For
1d. Election of Director: Retired Maj. Gen. Mgmt For For
Elder Granger, M.D.
1e. Election of Director: Neesha Hathi Mgmt For For
1f. Election of Director: George Kurian Mgmt For For
1g. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1h. Election of Director: Mark B. McClellan, Mgmt For For
M.D., Ph.D.
1i. Election of Director: Kimberly A. Ross Mgmt For For
1j. Election of Director: Eric C. Wiseman Mgmt For For
1k. Election of Director: Donna F. Zarcone Mgmt For For
2. Advisory approval of The Cigna Group's Mgmt For For
executive compensation
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as The Cigna
Group's independent registered public
accounting firm for 2023
5. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to limit the
liability of certain officers of the
Company as permitted pursuant to recent
amendments to the Delaware General
Corporation Law
6. Shareholder proposal - Special shareholder Shr Against For
meeting improvement
7. Shareholder proposal - Political Shr Against For
contributions report
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 935776685
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Herb Allen Mgmt For For
1b. Election of Director: Marc Bolland Mgmt For For
1c. Election of Director: Ana Botin Mgmt For For
1d. Election of Director: Christopher C. Davis Mgmt For For
1e. Election of Director: Barry Diller Mgmt For For
1f. Election of Director: Carolyn Everson Mgmt For For
1g. Election of Director: Helene D. Gayle Mgmt For For
1h. Election of Director: Alexis M. Herman Mgmt For For
1i. Election of Director: Maria Elena Mgmt For For
Lagomasino
1j. Election of Director: Amity Millhiser Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: Caroline J. Tsay Mgmt For For
1m. Election of Director: David B. Weinberg Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent Auditors of the Company to
serve for the 2023 fiscal year
5. Shareowner proposal requesting an audit of Shr Against For
the Company's impact on nonwhite
stakeholders
6. Shareowner proposal requesting a global Shr Against For
transparency report
7. Shareowner proposal regarding political Shr Against For
expenditures values alignment
8. Shareowner proposal requesting an Shr Against For
independent Board chair policy
9. Shareowner proposal requesting a report on Shr Against For
risks from state policies restricting
reproductive rights
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr Against For
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr Against For
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr Against For
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 935795659
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gerard J. Arpey Mgmt For For
1b. Election of Director: Ari Bousbib Mgmt For For
1c. Election of Director: Jeffery H. Boyd Mgmt For For
1d. Election of Director: Gregory D. Brenneman Mgmt For For
1e. Election of Director: J. Frank Brown Mgmt For For
1f. Election of Director: Albert P. Carey Mgmt For For
1g. Election of Director: Edward P. Decker Mgmt For For
1h. Election of Director: Linda R. Gooden Mgmt For For
1i. Election of Director: Wayne M. Hewett Mgmt For For
1j. Election of Director: Manuel Kadre Mgmt For For
1k. Election of Director: Stephanie C. Linnartz Mgmt For For
1l. Election of Director: Paula Santilli Mgmt For For
1m. Election of Director: Caryn Seidman-Becker Mgmt For For
2. Ratification of the Appointment of KPMG LLP Mgmt For For
3. Advisory Vote to Approve Executive Mgmt For For
Compensation ("Say-on-Pay")
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-on-Pay Votes
5. Shareholder Proposal Regarding Amendment of Shr Against For
Shareholder Written Consent Right
6. Shareholder Proposal Regarding Independent Shr Against For
Board Chair
7. Shareholder Proposal Regarding Political Shr Against For
Contributions Congruency Analysis
8. Shareholder Proposal Regarding Rescission Shr Against For
of Racial Equity Audit Proposal Vote
9. Shareholder Proposal Regarding Senior Shr Against For
Management Commitment to Avoid Political
Speech
--------------------------------------------------------------------------------------------------------------------------
THE KRAFT HEINZ COMPANY Agenda Number: 935780557
--------------------------------------------------------------------------------------------------------------------------
Security: 500754106
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: KHC
ISIN: US5007541064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gregory E. Abel Mgmt For For
1b. Election of Director: Humberto P. Alfonso Mgmt For For
1c. Election of Director: John T. Cahill Mgmt For For
1d. Election of Director: Lori Dickerson Fouche Mgmt For For
1e. Election of Director: Diane Gherson Mgmt For For
1f. Election of Director: Timothy Kenesey Mgmt For For
1g. Election of Director: Alicia Knapp Mgmt For For
1h. Election of Director: Elio Leoni Sceti Mgmt For For
1i. Election of Director: Susan Mulder Mgmt For For
1j. Election of Director: James Park Mgmt For For
1k. Election of Director: Miguel Patricio Mgmt For For
1l. Election of Director: John C. Pope Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent auditors for 2023.
4. Stockholder Proposal - Simple majority Shr Against For
vote, if properly presented.
5. Stockholder Proposal - Report on water Shr Against For
risk, if properly presented.
6. Stockholder Proposal - Civil rights audit, Shr Against For
if properly presented.
--------------------------------------------------------------------------------------------------------------------------
THE KROGER CO. Agenda Number: 935864579
--------------------------------------------------------------------------------------------------------------------------
Security: 501044101
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: KR
ISIN: US5010441013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora A. Aufreiter Mgmt For For
1b. Election of Director: Kevin M. Brown Mgmt For For
1c. Election of Director: Elaine L. Chao Mgmt For For
1d. Election of Director: Anne Gates Mgmt For For
1e. Election of Director: Karen M. Hoguet Mgmt For For
1f. Election of Director: W. Rodney McMullen Mgmt For For
1g. Election of Director: Clyde R. Moore Mgmt For For
1h. Election of Director: Ronald L. Sargent Mgmt For For
1i. Election of Director: J. Amanda Sourry Knox Mgmt For For
1j. Election of Director: Mark S. Sutton Mgmt For For
1k. Election of Director: Ashok Vemuri Mgmt For For
2. Approval, on an advisory basis, of Kroger's Mgmt For For
executive compensation.
3. Advisory Vote on Frequency of Future Votes Mgmt 1 Year For
on Executive Compensation.
4. Ratification of PricewaterhouseCoopers LLP, Mgmt For For
as auditors.
5. Report on Public Health Costs from Sale of Shr Against For
Tobacco Products.
6. Listing of Charitable Contributions of Shr Against For
$10,000 or More.
7. Report on Recyclability of Packaging. Shr Against For
8. Report on Racial and Gender Pay Gaps. Shr Against For
9. Report on EEO Policy Risks. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 935703149
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 11-Oct-2022
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: B. Marc Allen Mgmt For For
1b. ELECTION OF DIRECTOR: Angela F. Braly Mgmt For For
1c. ELECTION OF DIRECTOR: Amy L. Chang Mgmt For For
1d. ELECTION OF DIRECTOR: Joseph Jimenez Mgmt For For
1e. ELECTION OF DIRECTOR: Christopher Mgmt For For
Kempczinski
1f. ELECTION OF DIRECTOR: Debra L. Lee Mgmt For For
1g. ELECTION OF DIRECTOR: Terry J. Lundgren Mgmt For For
1h. ELECTION OF DIRECTOR: Christine M. McCarthy Mgmt For For
1i. ELECTION OF DIRECTOR: Jon R. Moeller Mgmt For For
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam Mgmt For For
1k. ELECTION OF DIRECTOR: Patricia A. Woertz Mgmt For For
2. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm
3. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation (the "Say on Pay"
vote)
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 935772562
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kerrii B. Anderson Mgmt For For
1b. Election of Director: Arthur F. Anton Mgmt For For
1c. Election of Director: Jeff M. Fettig Mgmt For For
1d. Election of Director: John G. Morikis Mgmt For For
1e. Election of Director: Christine A. Poon Mgmt For For
1f. Election of Director: Aaron M. Powell Mgmt For For
1g. Election of Director: Marta R. Stewart Mgmt For For
1h. Election of Director: Michael H. Thaman Mgmt For For
1i. Election of Director: Matthew Thornton III Mgmt For For
2. Advisory approval of the compensation of Mgmt For For
the named executives.
3. Advisory approval of the frequency of the Mgmt 1 Year For
advisory vote on the compensation of the
named executives.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
THE SOUTHERN COMPANY Agenda Number: 935819764
--------------------------------------------------------------------------------------------------------------------------
Security: 842587107
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: SO
ISIN: US8425871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Janaki Akella Mgmt For For
1b. Election of Director: Henry A. Clark III Mgmt For For
1c. Election of Director: Anthony F. Earley, Mgmt For For
Jr.
1d. Election of Director: Thomas A. Fanning Mgmt For For
1e. Election of Director: David J. Grain Mgmt For For
1f. Election of Director: Colette D. Honorable Mgmt For For
1g. Election of Director: Donald M. James Mgmt For For
1h. Election of Director: John D. Johns Mgmt For For
1i. Election of Director: Dale E. Klein Mgmt For For
1j. Election of Director: David E. Meador Mgmt For For
1k. Election of Director: Ernest J. Moniz Mgmt For For
1l. Election of Director: William G. Smith, Jr. Mgmt For For
1m. Election of Director: Kristine L. Svinicki Mgmt For For
1n. Election of Director: Lizanne Thomas Mgmt For For
1o. Election of Director: Christopher C. Womack Mgmt For For
1p. Election of Director: E. Jenner Wood III Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote to approve the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as the independent registered public
accounting firm for 2023.
5. Approve an amendment to the Restated Mgmt For For
Certificate of incorporation to reduce the
supermajority vote requirement to a
majority vote requirement.
6. Stockholder proposal regarding simple Shr Against For
majority vote.
7. Stockholder proposal regarding setting Shr Against For
Scope 3 GHG targets.
8. Stockholder proposal regarding issuing Shr Against For
annual report on feasibility of reaching
net zero.
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 935847509
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose B. Alvarez Mgmt For For
1b. Election of Director: Alan M. Bennett Mgmt For For
1c. Election of Director: Rosemary T. Berkery Mgmt For For
1d. Election of Director: David T. Ching Mgmt For For
1e. Election of Director: C. Kim Goodwin Mgmt For For
1f. Election of Director: Ernie Herrman Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: Carol Meyrowitz Mgmt For For
1i. Election of Director: Jackwyn L. Nemerov Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers as TJX's independent
registered public accounting firm for
fiscal 2024.
3. Advisory approval of TJX's executive Mgmt For For
compensation (the say-on-pay vote).
4. Advisory approval of the frequency of TJX's Mgmt 1 Year For
say-on-pay votes.
5. Shareholder proposal for a report on Shr Against For
effectiveness of social compliance efforts
in TJX's supply chain.
6. Shareholder proposal for a report on risk Shr Against For
to TJX from supplier misclassification of
supplier's employees.
7. Shareholder proposal to adopt a paid sick Shr Against For
leave policy for all Associates.
--------------------------------------------------------------------------------------------------------------------------
THE TRAVELERS COMPANIES, INC. Agenda Number: 935820983
--------------------------------------------------------------------------------------------------------------------------
Security: 89417E109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TRV
ISIN: US89417E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alan L. Beller Mgmt For For
1b. Election of Director: Janet M. Dolan Mgmt For For
1c. Election of Director: Russell G. Golden Mgmt For For
1d. Election of Director: Patricia L. Higgins Mgmt For For
1e. Election of Director: William J. Kane Mgmt For For
1f. Election of Director: Thomas B. Leonardi Mgmt For For
1g. Election of Director: Clarence Otis Jr. Mgmt For For
1h. Election of Director: Elizabeth E. Robinson Mgmt For For
1i. Election of Director: Philip T. Ruegger III Mgmt For For
1j. Election of Director: Rafael Santana Mgmt For For
1k. Election of Director: Todd C. Schermerhorn Mgmt For For
1l. Election of Director: Alan D. Schnitzer Mgmt For For
1m. Election of Director: Laurie J. Thomsen Mgmt For For
1n. Election of Director: Bridget van Kralingen Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as The Travelers Companies, Inc.'s
independent registered public accounting
firm for 2023.
3. Non-binding vote on the frequency of future Mgmt 1 Year For
votes to approve executive compensation.
4. Non-binding vote to approve executive Mgmt For For
compensation.
5. Approve The Travelers Companies, Inc. 2023 Mgmt For For
Stock Incentive Plan.
6. Shareholder proposal relating to the Shr Against For
issuance of a report on GHG emissions, if
presented at the Annual Meeting of
Shareholders.
7. Shareholder proposal relating to policies Shr Against For
regarding fossil fuel supplies, if
presented at the Annual Meeting of
Shareholders.
8. Shareholder proposal relating to conducting Shr Against For
a racial equity audit, if presented at the
Annual Meeting of Shareholders.
9. Shareholder proposal relating to the Shr Against For
issuance of a report on insuring law
enforcement, if presented at the Annual
Meeting of Shareholders.
10. Shareholder proposal relating to additional Shr Against For
disclosure of third party political
contributions, if presented at the Annual
Meeting of Shareholders.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 935766595
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Safra A. Catz Mgmt For For
1c. Election of Director: Amy L. Chang Mgmt For For
1d. Election of Director: Francis A. deSouza Mgmt For For
1e. Election of Director: Carolyn N. Everson Mgmt For For
1f. Election of Director: Michael B.G. Froman Mgmt For For
1g. Election of Director: Robert A. Iger Mgmt For For
1h. Election of Director: Maria Elena Mgmt For For
Lagomasino
1i. Election of Director: Calvin R. McDonald Mgmt For For
1j. Election of Director: Mark G. Parker Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal 2023.
3. Consideration of an advisory vote to Mgmt For For
approve executive compensation.
4. Consideration of an advisory vote on the Mgmt 1 Year For
frequency of advisory votes on executive
compensation.
5. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a report on
operations related to China.
6. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting charitable
contributions disclosure.
7. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a political
expenditures report.
--------------------------------------------------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC. Agenda Number: 935779706
--------------------------------------------------------------------------------------------------------------------------
Security: 969457100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WMB
ISIN: US9694571004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Mgmt For For
Alan S. Armstrong
1b. Election of Director for a one-year term: Mgmt For For
Stephen W. Bergstrom
1c. Election of Director for a one-year term: Mgmt For For
Michael A. Creel
1d. Election of Director for a one-year term: Mgmt For For
Stacey H. Dore
1e. Election of Director for a one-year term: Mgmt For For
Carri A. Lockhart
1f. Election of Director for a one-year term: Mgmt For For
Richard E. Muncrief
1g. Election of Director for a one-year term: Mgmt For For
Peter A. Ragauss
1h. Election of Director for a one-year term: Mgmt For For
Rose M. Robeson
1i. Election of Director for a one-year term: Mgmt For For
Scott D. Sheffield
1j. Election of Director for a one-year term: Mgmt For For
Murray D. Smith
1k. Election of Director for a one-year term: Mgmt For For
William H. Spence
1l. Election of Director for a one-year term: Mgmt For For
Jesse J. Tyson
2. Ratify the selection of Ernst & Young LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
3. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes to
approve the compensation of the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
THUNDER BRIDGE CAPITAL PARTNERS III INC. Agenda Number: 935746149
--------------------------------------------------------------------------------------------------------------------------
Security: 88605T100
Meeting Type: Special
Meeting Date: 16-Dec-2022
Ticker: TBCP
ISIN: US88605T1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 10, 2023
to August 10, 2023 (or such earlier date as
determined by the Board).
2. Auditor Ratification Proposal: Ratification Mgmt For For
of the selection of Grant Thornton LLP by
the audit committee of the Company's board
of directors to serve as the Company's
independent registered public accounting
firm for the year ending December 31, 2022.
3. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
THUNDER BRIDGE CAPITAL PARTNERS IV, INC. Agenda Number: 935885915
--------------------------------------------------------------------------------------------------------------------------
Security: 88605L107
Meeting Type: Special
Meeting Date: 21-Jun-2023
Ticker: THCP
ISIN: US88605L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from July 2, 2023 to
July 2, 2024 (or such earlier date as
determined by the Board).
2. Founder Share Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to grant holders of
Founder Shares the right to convert Founder
Shares into Class A common stock on a
one-for-one basis prior to the closing of a
Business Combination.
3. Auditor Ratification Proposal: Ratification Mgmt For For
of the selection of Grant Thornton LLP by
the audit committee of the Board to serve
as the Company's independent registered
public accounting firm for the year ending
December 31, 2023.
4. Adjournment Proposal: Adjourn the Meeting Mgmt For For
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of any of the
other Proposals.
--------------------------------------------------------------------------------------------------------------------------
TISHMAN SPEYER INNOVATION CORP. II Agenda Number: 935734916
--------------------------------------------------------------------------------------------------------------------------
Security: 88825H100
Meeting Type: Special
Meeting Date: 29-Nov-2022
Ticker: TSIB
ISIN: US88825H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt For For
amended and restated Certificate of
Incorporation (the "Charter") to change the
termination date of the business
combination requirement from February 17,
2023 to November 30, 2022.
2. Approval of an amendment to the Charter Mgmt For For
eliminating the prohibition on redemption
of Class A common stock by the Company,
when such redemption would result in the
Company having net tangible assets of less
than $5,000,001.
3. Approval of an amendment to the Investment Mgmt For For
Management Trust Agreement between the
Company and Continental Stock Transfer &
Trust Company ("Continental") to change the
date on which Continental must commence
liquidation of the trust to November 30,
2022.
4. Adjournment of the special meeting of Mgmt For For
stockholders to a later date if necessary
or appropriate.
--------------------------------------------------------------------------------------------------------------------------
TKB CRITICAL TECHNOLOGIES 1 Agenda Number: 935756467
--------------------------------------------------------------------------------------------------------------------------
Security: G88935112
Meeting Type: Special
Meeting Date: 27-Jan-2023
Ticker: USCT
ISIN: KYG889351121
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt For For
"RESOLVED, as a special resolution, that
the Articles of Association of TKB
currently in effect be amended to extend
the date that the Company has to consummate
a business combination from January 29,
2023 to June 29, 2023 (i.e., for a period
of time ending 20 months after the
consummation of its initial public
offering)."
2. The Trust Agreement Amendment Proposal - To Mgmt For For
approve an amendment to the Company's
Investment Management Trust Agreement,
dated October 26, 2021, by and between TKB
and Continental Stock Transfer & Trust
Company, allowing TKB to extend the
Combination Period from January 29, 2023 to
June 29, 2023 (i.e., for a period of time
ending 20 months after the consummation of
its initial public offering).
3. The Adjournment Proposal - "RESOLVED, as an Mgmt For For
ordinary resolution, to adjourn the
Extraordinary General Meeting of TKB
shareholders to a later date or dates, if
necessary, to permit further solicitation
and vote of Proxies if, based upon the
tabulated vote at the time of the
Extraordinary General Meeting, there are
not sufficient votes to approve the
Extension Amendment Proposal, or to provide
additional time to effectuate the
Extension."
--------------------------------------------------------------------------------------------------------------------------
TLG ACQUISITION ONE CORP. Agenda Number: 935746098
--------------------------------------------------------------------------------------------------------------------------
Security: 87257M108
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: TLGA
ISIN: US87257M1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
business combination (each, an "Extension")
on a monthly basis up to six times from
February 1, 2023 to August 1, 2023.
2. Trust Amendment Proposal: Amend the Mgmt For For
Company's trust agreement to extend the
date on which the trustee must liquidate
the trust account established by the
Company in connection with its initial
public offering on a monthly basis up to
six times from February 1, 2023 to August
1, 2023 by depositing the lesser of (i) an
aggregate of $600,000 or (ii) $0.06 for
each issued and outstanding share of the
Company's Class A common stock that has not
been redeemed for each one-month Extension.
3. Adjournment Proposal: Adjourn the Special Mgmt For For
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve Proposal
1 or Proposal 2 or if the Company
determines that additional time is
necessary to satisfy any condition to the
implementation of the Extension or to
effectuate the extension.
--------------------------------------------------------------------------------------------------------------------------
TLGY ACQUISITION CORP Agenda Number: 935762927
--------------------------------------------------------------------------------------------------------------------------
Security: G8656T109
Meeting Type: Special
Meeting Date: 23-Feb-2023
Ticker: TLGY
ISIN: KYG8656T1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: Approve, by way Mgmt For For
of special resolution, an amendment to
Company's Amended and Restated Memorandum
and Articles of Association in the form set
forth in Annex A of the accompanying Proxy
Statement to: cancel the three-month
automatic extension period to which the
Company was entitled in case it filed a
preliminary proxy statement, registration
statement (i) 15-month period from the
consummation of IPO, (ii) any paid
extension period, to consummate a business
combination.
2. Adjournment Proposal: Approve, by way of Mgmt For For
ordinary resolution, the adjournment of the
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Charter Amendment Proposal,
pursuant to the resolution set forth in the
Adjournment Proposal in the accompanying
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
TRAJECTORY ALPHA ACQUISITION CORP. Agenda Number: 935883101
--------------------------------------------------------------------------------------------------------------------------
Security: 89301B104
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: TCOA
ISIN: US89301B1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal: To amend Mgmt For For
the amended and restated certificate of
incorporation of Trajectory Alpha
Acquisition Corp. ("Trajectory") to extend
the date by which Trajectory has to
consummate a business combination (the
"Extension") from June 14, 2023 to March
14, 2024, or such earlier date as the Board
may determine (the "Extension Amendment
Proposal").
2) The Adjournment Proposal: To adjourn the Mgmt For For
special meeting of Trajectory stockholders
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, at the time of the special
meeting, there are not sufficient votes to
approve the Extension Amendment Proposal or
if Trajectory determines that additional
time is necessary to effectuate the
Extension.
--------------------------------------------------------------------------------------------------------------------------
TRUIST FINANCIAL CORPORATION Agenda Number: 935775607
--------------------------------------------------------------------------------------------------------------------------
Security: 89832Q109
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: TFC
ISIN: US89832Q1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jennifer S. Banner Mgmt For For
1b. Election of Director: K. David Boyer, Jr. Mgmt For For
1c. Election of Director: Agnes Bundy Scanlan Mgmt For For
1d. Election of Director: Anna R. Cablik Mgmt For For
1e. Election of Director: Dallas S. Clement Mgmt For For
1f. Election of Director: Paul D. Donahue Mgmt For For
1g. Election of Director: Patrick C. Graney III Mgmt For For
1h. Election of Director: Linnie M. Haynesworth Mgmt For For
1i. Election of Director: Kelly S. King Mgmt For For
1j. Election of Director: Easter A. Maynard Mgmt For For
1k. Election of Director: Donna S. Morea Mgmt For For
1l. Election of Director: Charles A. Patton Mgmt For For
1m. Election of Director: Nido R. Qubein Mgmt For For
1n. Election of Director: David M. Ratcliffe Mgmt For For
1o. Election of Director: William H. Rogers, Mgmt For For
Jr.
1p. Election of Director: Frank P. Scruggs, Jr. Mgmt For For
1q. Election of Director: Christine Sears Mgmt For For
1r. Election of Director: Thomas E. Skains Mgmt For For
1s. Election of Director: Bruce L. Tanner Mgmt For For
1t. Election of Director: Thomas N. Thompson Mgmt For For
1u. Election of Director: Steven C. Voorhees Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Truist's
independent registered public accounting
firm for 2023.
3. Advisory vote to approve Truist's executive Mgmt For For
compensation program.
4. To recommend that a non-binding, advisory Mgmt 1 Year For
vote to approve Truist's executive
compensation program be put to shareholders
for their consideration every: one; two; or
three years.
5. Shareholder proposal regarding an Shr Against For
independent Chairman of the Board of
Directors, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
TWITTER, INC. Agenda Number: 935694174
--------------------------------------------------------------------------------------------------------------------------
Security: 90184L102
Meeting Type: Special
Meeting Date: 13-Sep-2022
Ticker: TWTR
ISIN: US90184L1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger Mgmt For For
(as it may be amended from time to time,
the "Merger Agreement") dated as of April
25, 2022, by and among X Holdings I, Inc.,
X Holdings II, Inc., Twitter, Inc., and,
solely for the purposes of certain
provisions of the Merger Agreement, Elon R.
Musk.
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation that will or may
become payable by Twitter to its named
executive officers in connection with the
merger.
3. To approve any proposal to adjourn the Mgmt For For
Special Meeting, from time to time, to a
later date or dates, if necessary or
appropriate, to solicit additional proxies
if there are insufficient votes to adopt
the Merger Agreement at the time of the
Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
U.S. BANCORP Agenda Number: 935771914
--------------------------------------------------------------------------------------------------------------------------
Security: 902973304
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: USB
ISIN: US9029733048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Warner L. Baxter Mgmt For For
1b. Election of Director: Dorothy J. Bridges Mgmt For For
1c. Election of Director: Elizabeth L. Buse Mgmt For For
1d. Election of Director: Andrew Cecere Mgmt For For
1e. Election of Director: Alan B. Colberg Mgmt For For
1f. Election of Director: Kimberly N. Mgmt For For
Ellison-Taylor
1g Election of Director: Kimberly J. Harris Mgmt For For
1h. Election of Director: Roland A. Hernandez Mgmt For For
1i. Election of Director: Richard P. McKenney Mgmt For For
1j. Election of Director: Yusuf I. Mehdi Mgmt For For
1k. Election of Director: Loretta E. Reynolds Mgmt For For
1l. Election of Director: John P. Wiehoff Mgmt For For
1m. Election of Director: Scott W. Wine Mgmt For For
2. An advisory vote to approve the Mgmt For For
compensation of our executives disclosed in
the proxy statement.
3. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. The ratification of the selection of Ernst Mgmt For For
& Young LLP as our independent auditor for
the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
UDR, INC. Agenda Number: 935821517
--------------------------------------------------------------------------------------------------------------------------
Security: 902653104
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: UDR
ISIN: US9026531049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Katherine A. Mgmt For For
Cattanach
1b. ELECTION OF DIRECTOR: Jon A. Grove Mgmt For For
1c. ELECTION OF DIRECTOR: Mary Ann King Mgmt For For
1d. ELECTION OF DIRECTOR: James D. Klingbeil Mgmt For For
1e. ELECTION OF DIRECTOR: Clint D. McDonnough Mgmt For For
1f. ELECTION OF DIRECTOR: Robert A. McNamara Mgmt For For
1g. ELECTION OF DIRECTOR: Diane M. Morefield Mgmt For For
1h. ELECTION OF DIRECTOR: Kevin C. Nickelberry Mgmt For For
1i. ELECTION OF DIRECTOR: Mark R. Patterson Mgmt For For
1j. ELECTION OF DIRECTOR: Thomas W. Toomey Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP to serve as independent registered
public accounting firm for the year ending
December 31, 2023.
4. Advisory vote on the frequency of holding Mgmt 1 Year For
an advisory vote on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 935831241
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: ULTA
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michelle L. Collins Mgmt For For
1b. Election of Director: Patricia A. Little Mgmt For For
1c. Election of Director: Heidi G. Petz Mgmt For For
1d. Election of Director: Michael C. Smith Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to declassify our Board of
Directors and provide for the annual
election of directors.
3. To approve amendments to our Bylaws to Mgmt For For
provide that directors may be removed by
the holders of a majority of the shares
then entitled to vote at an election of
directors and, if Proposal 2 is approved,
with or without cause.
4. To approve an amendment to our Certificate Mgmt For For
of Incorporation to replace all
supermajority voting standards for
amendments to the Certificate of
Incorporation with a majority standard.
5. To approve an amendment to our Bylaws to Mgmt For For
replace all supermajority voting standards
for amendments to the Bylaws with a
majority standard.
6. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for our fiscal year 2023,
ending February 3, 2024.
7. Advisory resolution to approve the Mgmt For For
Company's executive compensation.
8. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the Company's executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
UNION PACIFIC CORPORATION Agenda Number: 935805703
--------------------------------------------------------------------------------------------------------------------------
Security: 907818108
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: UNP
ISIN: US9078181081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: William J. DeLaney Mgmt For For
1b. Election of Director: David B. Dillon Mgmt For For
1c. Election of Director: Sheri H. Edison Mgmt For For
1d. Election of Director: Teresa M. Finley Mgmt For For
1e. Election of Director: Lance M. Fritz Mgmt For For
1f. Election of Director: Deborah C. Hopkins Mgmt For For
1g. Election of Director: Jane H. Lute Mgmt For For
1h. Election of Director: Michael R. McCarthy Mgmt For For
1i. Election of Director: Jose H. Villarreal Mgmt For For
1j. Election of Director: Christopher J. Mgmt For For
Williams
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm of the Company for
2023.
3. An advisory vote to approve executive Mgmt For For
compensation ("Say On Pay").
4. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation
("Say on Frequency").
5. Shareholder proposal regarding independent Shr Against For
board chairman.
6. Shareholder proposal requesting an Shr Against For
amendment to our Bylaws to require
shareholder approval for certain future
amendments.
7. Shareholder proposal requesting a paid sick Shr Against For
leave policy.
--------------------------------------------------------------------------------------------------------------------------
UNITED PARCEL SERVICE, INC. Agenda Number: 935783894
--------------------------------------------------------------------------------------------------------------------------
Security: 911312106
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: UPS
ISIN: US9113121068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until 2024 Mgmt For For
annual meeting: Carol B. Tome
1b. Election of Director to serve until 2024 Mgmt For For
annual meeting: Rodney C. Adkins
1c. Election of Director to serve until 2024 Mgmt For For
annual meeting: Eva C. Boratto
1d. Election of Director to serve until 2024 Mgmt For For
annual meeting: Michael J. Burns
1e. Election of Director to serve until 2024 Mgmt For For
annual meeting: Wayne M. Hewett
1f. Election of Director to serve until 2024 Mgmt For For
annual meeting: Angela Hwang
1g. Election of Director to serve until 2024 Mgmt For For
annual meeting: Kate E. Johnson
1h. Election of Director to serve until 2024 Mgmt For For
annual meeting: William R. Johnson
1i. Election of Director to serve until 2024 Mgmt For For
annual meeting: Franck J. Moison
1j. Election of Director to serve until 2024 Mgmt For For
annual meeting: Christiana Smith Shi
1k. Election of Director to serve until 2024 Mgmt For For
annual meeting: Russell Stokes
1l. Election of Director to serve until 2024 Mgmt For For
annual meeting: Kevin Warsh
2. To approve on an advisory basis named Mgmt For For
executive officer compensation.
3. To approve on an advisory basis the Mgmt 1 Year For
frequency of future advisory votes on named
executive officer compensation.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as UPS's independent registered
public accounting firm for the year ending
December 31, 2023.
5. To reduce the voting power of UPS class A Shr Against For
stock from 10 votes per share to one vote
per share.
6. To adopt independently verified Shr Against For
science-based greenhouse gas emissions
reduction targets.
7. To prepare a report on integrating GHG Shr Against For
emissions reductions targets into executive
compensation.
8. To prepare a report on addressing the Shr Against For
impact of UPS's climate change strategy on
relevant stakeholders consistent with the
"Just Transition" guidelines.
9. To prepare a report on risks or costs Shr Against For
caused by state policies restricting
reproductive rights.
10. To prepare a report on the impact of UPS's Shr Against For
DE&I policies on civil rights,
non-discrimination and returns to merit,
and the company's business.
11. To prepare an annual report on the Shr Against For
effectiveness of UPS's diversity, equity
and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
UNITY SOFTWARE INC. Agenda Number: 935831099
--------------------------------------------------------------------------------------------------------------------------
Security: 91332U101
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: U
ISIN: US91332U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tomer Bar-Zeev Mgmt For For
Mary Schmidt Campbell Mgmt For For
Keisha Smith-Jeremie Mgmt For For
2. To ratify the selection by the Audit Mgmt For For
Committee of the Board of Directors of
Ernst & Young LLP as the Company's
independent registered public accounting
firm for the year ending December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers, as disclosed in the
proxy statement.
--------------------------------------------------------------------------------------------------------------------------
UNIVAR SOLUTIONS INC. Agenda Number: 935864187
--------------------------------------------------------------------------------------------------------------------------
Security: 91336L107
Meeting Type: Special
Meeting Date: 06-Jun-2023
Ticker: UNVR
ISIN: US91336L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to adopt the Agreement and Plan of Mgmt For For
Merger, dated as of March 13, 2023, by and
among Univar Solutions Inc., Windsor
Parent, L.P. and Windsor Merger Sub, Inc.
(the "Merger Agreement").
2. Proposal to approve, on an advisory Mgmt For For
(nonbinding) basis, the compensation that
may be paid or become payable to Univar
Solutions Inc.'s named executive officers
that is based on or otherwise related to
the Merger Agreement and the transactions
contemplated by the Merger Agreement.
3. Proposal to adjourn the special meeting of Mgmt For For
stockholders of Univar Solutions Inc. (the
"Special Meeting") to a later date or dates
if necessary or appropriate to solicit
additional proxies if there are
insufficient votes to adopt the Merger
Agreement at the time of the Special
Meeting.
--------------------------------------------------------------------------------------------------------------------------
VALERO ENERGY CORPORATION Agenda Number: 935793706
--------------------------------------------------------------------------------------------------------------------------
Security: 91913Y100
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: VLO
ISIN: US91913Y1001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Fred M. Diaz
1b. Election of Director to serve until the Mgmt For For
2024 Annual meeting: H. Paulett Eberhart
1c. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Marie A. Ffolkes
1d. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Joseph W. Gorder
1e. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Kimberly S. Greene
1f. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Deborah P. Majoras
1g. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Eric D. Mullins
1h. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Donald L. Nickles
1i. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Robert A. Profusek
1j. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Randall J.
Weisenburger
1k. Election of Director to serve until the Mgmt For For
2024 Annual meeting: Rayford Wilkins, Jr.
2. Ratify the appointment of KPMG LLP as Mgmt For For
Valero's independent registered public
accounting firm for 2023.
3. Advisory vote to approve the 2022 Mgmt For For
compensation of named executive officers.
4. Advisory vote to recommend the frequency of Mgmt 1 Year For
stockholder advisory votes on compensation
of named executive officers.
5. Stockholder proposal to set different GHG Shr Against For
emissions reductions targets (Scopes 1, 2,
and 3).
6. Stockholder proposal to oversee and issue Shr Against For
an additional racial equity audit and
report.
--------------------------------------------------------------------------------------------------------------------------
VERISK ANALYTICS, INC. Agenda Number: 935809458
--------------------------------------------------------------------------------------------------------------------------
Security: 92345Y106
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: VRSK
ISIN: US92345Y1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vincent K. Brooks Mgmt For For
1b. Election of Director: Jeffrey Dailey Mgmt For For
1c. Election of Director: Wendy Lane Mgmt For For
1d. Election of Director: Lee M. Shavel Mgmt For For
1e. Election of Director: Kimberly S. Stevenson Mgmt For For
1f. Election of Director: Olumide Soroye Mgmt For For
2. To approve executive compensation on an Mgmt For For
advisory, non-binding basis.
3. To recommend the frequency of executive Mgmt 1 Year For
compensation votes on an advisory,
non-binding basis.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent auditor for
the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 935790700
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: VZ
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Shellye Archambeau Mgmt For For
1B. Election of Director: Roxanne Austin Mgmt For For
1C. Election of Director: Mark Bertolini Mgmt For For
1D. Election of Director: Vittorio Colao Mgmt For For
1E. Election of Director: Melanie Healey Mgmt For For
1F. Election of Director: Laxman Narasimhan Mgmt For For
1G. Election of Director: Clarence Otis, Jr. Mgmt For For
1H. Election of Director: Daniel Schulman Mgmt For For
1I. Election of Director: Rodney Slater Mgmt For For
1J. Election of Director: Carol Tome Mgmt For For
1K. Election of Director: Hans Vestberg Mgmt For For
1L. Election of Director: Gregory Weaver Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratification of appointment of independent Mgmt For For
registered public accounting firm
5. Government requests to remove content Shr Against For
6. Prohibit political contributions Shr Against For
7. Amend clawback policy Shr Against For
8. Shareholder ratification of annual equity Shr For Against
awards
9. Independent chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
VERTEX PHARMACEUTICALS INCORPORATED Agenda Number: 935809852
--------------------------------------------------------------------------------------------------------------------------
Security: 92532F100
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: VRTX
ISIN: US92532F1003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Sangeeta Bhatia Mgmt For For
1.2 Election of Director: Lloyd Carney Mgmt For For
1.3 Election of Director: Alan Garber Mgmt For For
1.4 Election of Director: Terrence Kearney Mgmt For For
1.5 Election of Director: Reshma Kewalramani Mgmt For For
1.6 Election of Director: Jeffrey Leiden Mgmt For For
1.7 Election of Director: Diana McKenzie Mgmt For For
1.8 Election of Director: Bruce Sachs Mgmt For For
1.9 Election of Director: Suketu Upadhyay Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
independent Registered Public Accounting
firm for the year ending December 31, 2023.
3. Advisory vote to approve named executive Mgmt For For
office compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
VF CORPORATION Agenda Number: 935676455
--------------------------------------------------------------------------------------------------------------------------
Security: 918204108
Meeting Type: Annual
Meeting Date: 26-Jul-2022
Ticker: VFC
ISIN: US9182041080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard T. Carucci Mgmt For For
1b. Election of Director: Alex Cho Mgmt For For
1c. Election of Director: Juliana L. Chugg Mgmt For For
1d. Election of Director: Benno Dorer Mgmt For For
1e. Election of Director: Mark S. Hoplamazian Mgmt For For
1f. Election of Director: Laura W. Lang Mgmt For For
1g. Election of Director: W. Rodney McMullen Mgmt For For
1h. Election of Director: Clarence Otis, Jr. Mgmt For For
1i. Election of Director: Steven E. Rendle Mgmt For For
1j. Election of Director: Carol L. Roberts Mgmt For For
1k. Election of Director: Matthew J. Shattock Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as VF's
independent registered public accounting
firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
VMG CONSUMER ACQUISITION CORP. Agenda Number: 935832837
--------------------------------------------------------------------------------------------------------------------------
Security: 91842V102
Meeting Type: Special
Meeting Date: 05-May-2023
Ticker: VMGA
ISIN: US91842V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation (our "charter") to extend
the date by which VMG Consumer Acquisition
Corp. (the "Company") must consummate a
business combination (the "Extension") from
May 15, 2023 (the date that is 18 months
from the closing date of the Company's
initial public offering of units (the
"IPO")) to November 15, 2023 (the date that
is 24 months from the closing date of the
IPO) (the "Extended Date") (the "Extension
Amendment Proposal").
2. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension (the
"Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
VMWARE, INC. Agenda Number: 935720563
--------------------------------------------------------------------------------------------------------------------------
Security: 928563402
Meeting Type: Special
Meeting Date: 04-Nov-2022
Ticker: VMW
ISIN: US9285634021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Merger Agreement Proposal: To vote on a Mgmt For For
proposal to approve the First Merger and
the Second Merger (each as defined below) &
to adopt the Agreement & Plan of Merger
("Merger Agreement"), dated as of May 26,
2022, by and among VMware, Inc. ("VMware"),
Broadcom Inc. ("Broadcom"), Verona Holdco,
Inc., a direct wholly owned subsidiary of
VMware ("Holdco"), Verona Merger Sub, Inc.,
a direct wholly owned subsidiary of Holdco
("Merger Sub 1"), Barcelona Merger Sub 2,
Inc., a direct wholly owned subsidiary of
Broadcom ("Merger Sub 2"), and Barcelona
Merger Sub 3, LLC.
2. The Merger-Related Compensation Proposal: Mgmt For For
To vote on a proposal to approve on an
advisory (non-binding) basis the
compensation that may be paid or become
payable to VMware's named executive
officers that is based on or otherwise
relates to the Transactions.
3. The Adjournment Proposal: To vote on a Mgmt For For
proposal to approve the adjournment of the
special meeting, if necessary, to solicit
additional proxies if there are not
sufficient votes to approve the Merger
Agreement Proposal.
4. Charter Amendment Proposal: To vote to Mgmt For For
approve and adopt an amendment to VMware's
Certificate of Incorporation to eliminate
the personal liability of VMware's officers
for monetary damages for breach of
fiduciary duty as an officer, except to the
extent such an exemption from liability or
limitation thereof is not permitted by the
General Corporation Law of the State of
Delaware.
--------------------------------------------------------------------------------------------------------------------------
WALMART INC. Agenda Number: 935833144
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cesar Conde Mgmt For For
1b. Election of Director: Timothy P. Flynn Mgmt For For
1c. Election of Director: Sarah J. Friar Mgmt For For
1d. Election of Director: Carla A. Harris Mgmt For For
1e. Election of Director: Thomas W. Horton Mgmt For For
1f. Election of Director: Marissa A. Mayer Mgmt For For
1g. Election of Director: C. Douglas McMillon Mgmt For For
1h. Election of Director: Gregory B. Penner Mgmt For For
1i. Election of Director: Randall L. Stephenson Mgmt For For
1j. Election of Director: S. Robson Walton Mgmt For For
1k. Election of Director: Steuart L. Walton Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Ernst & Young LLP as Mgmt For For
Independent Accountants.
5. Policy Regarding Worker Pay in Executive Shr Against For
Compensation.
6. Report on Human Rights Due Diligence. Shr Against For
7. Racial Equity Audit. Shr Against For
8. Racial and Gender Layoff Diversity Report. Shr Against For
9. Request to Require Shareholder Approval of Shr Against For
Certain Future Bylaw Amendments.
10. Report on Reproductive Rights and Data Shr Against For
Privacy.
11. Communist China Risk Audit. Shr Against For
12. Workplace Safety & Violence Review. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WARRIOR TECHNOLOGIES ACQUISITION CO. Agenda Number: 935700802
--------------------------------------------------------------------------------------------------------------------------
Security: 936273200
Meeting Type: Special
Meeting Date: 31-Aug-2022
Ticker: WARRU
ISIN: US9362732003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation (our "charter") to extend
the date by which Warrior Technologies
Acquisition Company (the "Company") must
consummate a business combination (the
"Extension") from September 2, 2022 (the
date that is 18 months from the closing
date of the Company's initial public
offering of the Company's units (the
"IPO")) to March 2, 2023 (the date that is
24 months from the closing date of the
IPO).
2. A proposal to approve the adjournment of Mgmt For For
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
--------------------------------------------------------------------------------------------------------------------------
WELLTOWER INC. Agenda Number: 935820173
--------------------------------------------------------------------------------------------------------------------------
Security: 95040Q104
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: WELL
ISIN: US95040Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kenneth J. Bacon Mgmt For For
1b. Election of Director: Karen B. DeSalvo Mgmt For For
1c. Election of Director: Philip L. Hawkins Mgmt For For
1d. Election of Director: Dennis G. Lopez Mgmt For For
1e. Election of Director: Shankh Mitra Mgmt For For
1f. Election of Director: Ade J. Patton Mgmt For For
1g. Election of Director: Diana W. Reid Mgmt For For
1h. Election of Director: Sergio D. Rivera Mgmt For For
1i. Election of Director: Johnese M. Spisso Mgmt For For
1j. Election of Director: Kathryn M. Sullivan Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as independent registered
public accounting firm for the year ending
December 31, 2023.
3. The approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers as disclosed in the 2023 Proxy
Statement.
4. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
WESTERN DIGITAL CORPORATION Agenda Number: 935716906
--------------------------------------------------------------------------------------------------------------------------
Security: 958102105
Meeting Type: Annual
Meeting Date: 16-Nov-2022
Ticker: WDC
ISIN: US9581021055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kimberly E. Alexy Mgmt For For
1b. Election of Director: Thomas Caulfield Mgmt For For
1c. Election of Director: Martin I. Cole Mgmt For For
1d. Election of Director: Tunc Doluca Mgmt For For
1e. Election of Director: David V. Goeckeler Mgmt For For
1f. Election of Director: Matthew E. Massengill Mgmt For For
1g. Election of Director: Stephanie A. Streeter Mgmt For For
1h. Election of Director: Miyuki Suzuki Mgmt For For
2. Approval on an advisory basis of the named Mgmt For For
executive officer compensation disclosed in
the Proxy Statement.
3. Approval of an amendment and restatement of Mgmt For For
our 2021 Long-Term Incentive Plan to
increase by 2.75 million the number of
shares of our common stock available for
issuance under that plan.
4. Approval of an amendment and restatement of Mgmt For For
our 2005 Employee Stock Purchase Plan to
increase by 6 million the number of shares
of our common stock available for issuance
under that plan.
5. Ratification of the appointment of KPMG LLP Mgmt For For
as our independent registered public
accounting firm for fiscal 2023.
--------------------------------------------------------------------------------------------------------------------------
WEYERHAEUSER COMPANY Agenda Number: 935795407
--------------------------------------------------------------------------------------------------------------------------
Security: 962166104
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: WY
ISIN: US9621661043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Emmert Mgmt For For
1b. Election of Director: Rick R. Holley Mgmt For For
1c. Election of Director: Sara Grootwassink Mgmt For For
Lewis
1d. Election of Director: Deidra C. Merriwether Mgmt For For
1e. Election of Director: Al Monaco Mgmt For For
1f. Election of Director: Nicole W. Piasecki Mgmt For For
1g. Election of Director: Lawrence A. Selzer Mgmt For For
1h. Election of Director: Devin W. Stockfish Mgmt For For
1i. Election of Director: Kim Williams Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of the named executive
officers.
3. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of the named executive
officers.
4. Ratification of the selection of Mgmt For For
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
WORLD QUANTUM GROWTH ACQUISITION CORP. Agenda Number: 935761987
--------------------------------------------------------------------------------------------------------------------------
Security: G5596W101
Meeting Type: Special
Meeting Date: 10-Feb-2023
Ticker: WQGA
ISIN: KYG5596W1015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to Mgmt For For
approve, as a special resolution, the
amendment of the Company's amended and
restated memorandum and articles of
association (as may be amended from time to
time, the "Articles") as provided by the
first resolution in the form set forth in
Annex A to the accompanying Proxy Statement
(the "Extension Amendment" and, such
proposal, the "Extension Amendment
Proposal") to extend the date (the
"Extension") by which the Company must (1)
consummate a merger, ...(due to space
limits, see proxy material for full
proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - to approve, as a special
resolution, the amendment of the Articles
as provided by the second resolution in the
form set forth in Annex A to the
accompanying Proxy Statement (the
"Redemption Limitation Amendment" and such
proposal, the "Redemption Limitation
Amendment Proposal") to eliminate from the
Articles the limitation that the Company
shall not redeem public shares to the
extent that such redemption would cause the
Company's net ...(due to space limits, see
proxy material for full proposal).
3. The Adjournment Proposal - to approve, as Mgmt For For
an ordinary resolution, the adjournment of
the Extraordinary General Meeting to a
later date or dates or indefinitely, if
necessary or convenient, either (x) to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of any of the
foregoing proposals or (y) if our board
determines before the Extraordinary General
Meeting that it is not necessary or no
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
WORLDWIDE WEBB ACQUISITION CORP. Agenda Number: 935799087
--------------------------------------------------------------------------------------------------------------------------
Security: G97775103
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: WWAC
ISIN: KYG977751034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Approve as a Mgmt For For
special resolution, to extend the date by
which the Company (1) consummate a merger,
amalgamation, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination, (2) cease
its operations except for the purpose of
winding up if it fails to complete such
business combination, and (3) redeem all of
the Class A ordinary shares sold in initial
public offering from 18 months from the
closing of our IPO to 24 months from the
closing of our IPO.
2. Redemption Limitation Amendment Proposal - Mgmt For For
Approve as a special resolution, the
amendment of the Company's Articles to
eliminate from the Articles the limitation
that the Company shall not redeem Class A
ordinary shares sold in the IPO to the
extent that such redemption would cause the
Company's net tangible assets to be less
than $5,000,001. The Redemption Limitation
Amendment would allow the Company to redeem
Class A ordinary shares irrespective of
whether such redemption would exceed the
Redemption Limitation.
3. Adjournment Proposal - Approve as an Mgmt For For
ordinary resolution, the adjournment of the
Extraordinary General Meeting to a later
date or dates or indefinitely, if necessary
or convenient, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of any of the foregoing proposals.
--------------------------------------------------------------------------------------------------------------------------
XCEL ENERGY INC. Agenda Number: 935814651
--------------------------------------------------------------------------------------------------------------------------
Security: 98389B100
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: XEL
ISIN: US98389B1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Megan Burkhart Mgmt For For
1b. Election of Director: Lynn Casey Mgmt For For
1c. Election of Director: Bob Frenzel Mgmt For For
1d. Election of Director: Netha Johnson Mgmt For For
1e. Election of Director: Patricia Kampling Mgmt For For
1f. Election of Director: George Kehl Mgmt For For
1g. Election of Director: Richard O'Brien Mgmt For For
1h. Election of Director: Charles Pardee Mgmt For For
1i. Election of Director: Christopher Mgmt For For
Policinski
1j. Election of Director: James Prokopanko Mgmt For For
1k. Election of Director: Kim Williams Mgmt For For
1l. Election of Director: Daniel Yohannes Mgmt For For
2. Approval of Xcel Energy Inc.'s executive Mgmt For For
compensation in an advisory vote (say on
pay vote)
3. Approval of the frequency of say on pay Mgmt 1 Year For
votes
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as Xcel Energy Inc.'s
independent registered public accounting
firm for 2023
--------------------------------------------------------------------------------------------------------------------------
XYLEM INC. Agenda Number: 935836936
--------------------------------------------------------------------------------------------------------------------------
Security: 98419M100
Meeting Type: Special
Meeting Date: 11-May-2023
Ticker: XYL
ISIN: US98419M1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to approve the issuance of shares Mgmt For For
of Xylem Inc. common stock to the holders
of Evoqua Water Technologies Corp. common
stock pursuant to the terms and conditions
of that certain Agreement and Plan of
Merger, dated as of January 22, 2023, by
and among Xylem Inc., Fore Merger Sub, Inc.
and Evoqua Water Technologies Corp.
2. Proposal to approve the adjournment of the Mgmt For For
Xylem Inc. special meeting of shareholders
to a later date or time, as necessary or
appropriate, in the event there are
insufficient votes at the special meeting
of shareholders to approve the Share
Issuance Proposal.
--------------------------------------------------------------------------------------------------------------------------
XYLEM INC. Agenda Number: 935794063
--------------------------------------------------------------------------------------------------------------------------
Security: 98419M100
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: XYL
ISIN: US98419M1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Patrick K. Decker Mgmt For For
1c. Election of Director: Earl R. Ellis Mgmt For For
1d. Election of Director: Robert F. Friel Mgmt For For
1e. Election of Director: Victoria D. Harker Mgmt For For
1f. Election of Director: Steven R. Loranger Mgmt For For
1g. Election of Director: Mark D. Morelli Mgmt For For
1h. Election of Director: Jerome A. Peribere Mgmt For For
1i. Election of Director: Lila Tretikov Mgmt For For
1j. Election of Director: Uday Yadav Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
3. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
4. Shareholder proposal requesting a policy Shr Against For
requiring an independent board chair, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
Z-WORK ACQUISITION CORP. Agenda Number: 935737138
--------------------------------------------------------------------------------------------------------------------------
Security: 98880C102
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: ZWRK
ISIN: US98880C1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation by adopting the second
amended and restated certificate of
incorporation in the form set forth in
Annex A of the proxy statement to amend the
date by which the Company must cease all
operations except for the purpose of
winding up if it fails to complete a
merger, capital stock exchange, asset
acquisition, stock purchase, reorganization
or similar business combination with one or
more ...(due to space limits, see proxy
material for full proposal).
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated January 28, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company,
as trustee ("Continental"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the proxy
statement to change the date on which
Continental must commence liquidation of
the trust account established in connection
with the Company's initial public ...(due
to space limits, see proxy material for
full proposal).
3. The Adjournment Proposal - To adjourn the Mgmt For For
Special Meeting to a later date or dates or
sine die, if necessary, either (x) to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from the holders of
Class A common stock, par value $0.0001 per
share, and Class B Common Stock, par value
$0.0001 per share, to approve the Charter
Amendment Proposal and/or the Trust
Amendment Proposal or (y) if the Company's
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ZENDESK, INC. Agenda Number: 935691546
--------------------------------------------------------------------------------------------------------------------------
Security: 98936J101
Meeting Type: Annual
Meeting Date: 17-Aug-2022
Ticker: ZEN
ISIN: US98936J1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Michael Mgmt For For
Frandsen
1b. Election of Class II Director: Brandon Mgmt For For
Gayle
1c. Election of Class II Director: Ronald Pasek Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Zendesk's independent registered
public accounting firm for the fiscal year
ending December 31, 2022.
3. Non-binding advisory vote to approve the Mgmt For For
compensation of our Named Executive
Officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the compensation
of our Named Executive Officers.
--------------------------------------------------------------------------------------------------------------------------
ZENDESK, INC. Agenda Number: 935700307
--------------------------------------------------------------------------------------------------------------------------
Security: 98936J101
Meeting Type: Special
Meeting Date: 19-Sep-2022
Ticker: ZEN
ISIN: US98936J1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, Mgmt For For
dated as of June 24, 2022, by and among
Zendesk, Inc., Zoro BidCo, Inc. and Zoro
Merger Sub, Inc., as it may be amended from
time to time (the "Merger Agreement").
2. To approve, on an advisory (nonbinding) Mgmt For For
basis, the compensation that may be paid or
become payable to named executive officers
of Zendesk, Inc. that is based on or
otherwise relates to the Merger Agreement
and the transactions contemplated by the
Merger Agreement.
3. To approve any adjournment of the special Mgmt For For
meeting of stockholders of Zendesk, Inc.
(the "Special Meeting"), if necessary or
appropriate, to solicit additional proxies
if there are insufficient votes to adopt
the Merger Agreement at the time of the
Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
ZIMMER BIOMET HOLDINGS, INC. Agenda Number: 935784909
--------------------------------------------------------------------------------------------------------------------------
Security: 98956P102
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: ZBH
ISIN: US98956P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Christopher B. Begley Mgmt For For
1b. Election of Director: Betsy J. Bernard Mgmt For For
1c. Election of Director: Michael J. Farrell Mgmt For For
1d. Election of Director: Robert A. Hagemann Mgmt For For
1e. Election of Director: Bryan C. Hanson Mgmt For For
1f. Election of Director: Arthur J. Higgins Mgmt For For
1g. Election of Director: Maria Teresa Hilado Mgmt For For
1h. Election of Director: Syed Jafry Mgmt For For
1i. Election of Director: Sreelakshmi Kolli Mgmt For For
1j. Election of Director: Michael W. Michelson Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023
3. Approve, on a non-binding advisory basis, Mgmt For For
named executive officer compensation ("Say
on Pay")
4. Approve, on a non-binding advisory basis, Mgmt 1 Year For
the frequency of future Say on Pay votes
--------------------------------------------------------------------------------------------------------------------------
ZIONS BANCORPORATION Agenda Number: 935776015
--------------------------------------------------------------------------------------------------------------------------
Security: 989701107
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ZION
ISIN: US9897011071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Maria Contreras-Sweet Mgmt For For
1B. Election of Director: Gary L. Crittenden Mgmt For For
1C. Election of Director: Suren K. Gupta Mgmt For For
1D. Election of Director: Claire A. Huang Mgmt For For
1E. Election of Director: Vivian S. Lee Mgmt For For
1F. Election of Director: Scott J. McLean Mgmt For For
1G. Election of Director: Edward F. Murphy Mgmt For For
1H. Election of Director: Stephen D. Quinn Mgmt For For
1I. Election of Director: Harris H. Simmons Mgmt For For
1J. Election of Director: Aaron B. Skonnard Mgmt For For
1K. Election of Director: Barbara A. Yastine Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Independent Registered
Public Accounting Firm to audit the Bank's
financial statements for the current fiscal
year.
3. Approval, on a nonbinding advisory basis, Mgmt For For
of the compensation paid to the Bank's
named executive officers with respect to
fiscal year ended December 31, 2022.
--------------------------------------------------------------------------------------------------------------------------
ZOETIS INC. Agenda Number: 935801224
--------------------------------------------------------------------------------------------------------------------------
Security: 98978V103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ZTS
ISIN: US98978V1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Vanessa Broadhurst Mgmt For For
1c. Election of Director: Frank A. D'Amelio Mgmt For For
1d. Election of Director: Michael B. Mgmt For For
McCallister
1e. Election of Director: Gregory Norden Mgmt For For
1f. Election of Director: Louise M. Parent Mgmt For For
1g. Election of Director: Kristin C. Peck Mgmt For For
1h. Election of Director: Robert W. Scully Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Ratification of appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for 2023.
4. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to create a
right to call a special meeting.
5. Shareholder proposal regarding ability to Shr Against For
call a special meeting.
Calamos Phineus Long/Short Fund
--------------------------------------------------------------------------------------------------------------------------
ADVANCED MICRO DEVICES, INC. Agenda Number: 935797728
--------------------------------------------------------------------------------------------------------------------------
Security: 007903107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: AMD
ISIN: US0079031078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora M. Denzel Mgmt For For
1b. Election of Director: Mark Durcan Mgmt For For
1c. Election of Director: Michael P. Gregoire Mgmt For For
1d. Election of Director: Joseph A. Householder Mgmt For For
1e. Election of Director: John W. Marren Mgmt For For
1f. Election of Director: Jon A. Olson Mgmt For For
1g. Election of Director: Lisa T. Su Mgmt For For
1h. Election of Director: Abhi Y. Talwalkar Mgmt For For
1i. Election of Director: Elizabeth W. Mgmt For For
Vanderslice
2. Approve of the Advanced Micro Devices, Inc. Mgmt For For
2023 Equity Incentive Plan.
3. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the current fiscal
year.
4. Advisory vote to approve the executive Mgmt For For
compensation of our named executive
officers.
5. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AERCAP HOLDINGS N.V. Agenda Number: 935813039
--------------------------------------------------------------------------------------------------------------------------
Security: N00985106
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: AER
ISIN: NL0000687663
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
3. Adoption of the annual accounts for the Mgmt For For
2022 financial year.
5. Release of liability of the directors with Mgmt For For
respect to their management during the 2022
financial year.
6. Appointment of Mr. Peter L. Juhas as the Mgmt For For
person referred to in article 16, paragraph
8 of the Company's articles of association.
7. Appointment of KPMG Accountants N.V. for Mgmt For For
the audit of the Company's annual accounts
for the 2023 financial year.
8a. Authorization of the Board of Directors to Mgmt For For
issue shares and to grant rights to
subscribe for shares.
8b. Authorization of the Board of Directors to Mgmt For For
limit or exclude pre-emptive rights in
relation to agenda item 8(a).
8c. Authorization of the Board of Directors to Mgmt For For
issue additional shares and to grant
additional rights to subscribe for shares.
8d. Authorization of the Board of Directors to Mgmt For For
limit or exclude pre-emptive rights in
relation to agenda item 8(c).
9a. Authorization of the Board of Directors to Mgmt For For
repurchase shares.
9b. Conditional authorization of the Board of Mgmt For For
Directors to repurchase additional shares.
10. Reduction of capital through cancellation Mgmt For For
of shares.
--------------------------------------------------------------------------------------------------------------------------
AIR LEASE CORPORATION Agenda Number: 935779821
--------------------------------------------------------------------------------------------------------------------------
Security: 00912X302
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: AL
ISIN: US00912X3026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Matthew J. Hart Mgmt For For
1b. Election of Director: Yvette H. Clark Mgmt For For
1c. Election of Director: Cheryl Gordon Mgmt For For
Krongard
1d. Election of Director: Marshall O. Larsen Mgmt For For
1e. Election of Director: Susan McCaw Mgmt For For
1f. Election of Director: Robert A. Milton Mgmt For For
1g. Election of Director: John L. Plueger Mgmt For For
1h. Election of Director: Ian M. Saines Mgmt For For
1i. Election of Director: Steven F. Udvar-Hazy Mgmt For For
2. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for 2023.
3. Approve the Air Lease Corporation 2023 Mgmt For For
Equity Incentive Plan.
4. Advisory vote to approve named executive Mgmt For For
officer compensation.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
ANALOG DEVICES, INC. Agenda Number: 935758740
--------------------------------------------------------------------------------------------------------------------------
Security: 032654105
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: ADI
ISIN: US0326541051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vincent Roche Mgmt For For
1b. Election of Director: James A. Champy Mgmt For For
1c. Election of Director: Andre Andonian Mgmt For For
1d. Election of Director: Anantha P. Mgmt For For
Chandrakasan
1e. Election of Director: Edward H. Frank Mgmt For For
1f. Election of Director: Laurie H. Glimcher Mgmt For For
1g. Election of Director: Karen M. Golz Mgmt For For
1h. Election of Director: Mercedes Johnson Mgmt For For
1i. Election of Director: Kenton J. Sicchitano Mgmt For For
1j. Election of Director: Ray Stata Mgmt For For
1k. Election of Director: Susie Wee Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the compensation of our
named executive officers.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for fiscal year
2023.
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 935784860
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nelda J. Connors Mgmt For For
1b. Election of Director: Charles J. Mgmt For For
Dockendorff
1c. Election of Director: Yoshiaki Fujimori Mgmt For For
1d. Election of Director: Edward J. Ludwig Mgmt For For
1e. Election of Director: Michael F. Mahoney Mgmt For For
1f. Election of Director: David J. Roux Mgmt For For
1g. Election of Director: John E. Sununu Mgmt For For
1h. Election of Director: David S. Wichmann Mgmt For For
1i. Election of Director: Ellen M. Zane Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on the compensation of our named
executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
CAESARS ENTERTAINMENT, INC. Agenda Number: 935854225
--------------------------------------------------------------------------------------------------------------------------
Security: 12769G100
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: CZR
ISIN: US12769G1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Gary L. Carano Mgmt For For
Bonnie S. Biumi Mgmt For For
Jan Jones Blackhurst Mgmt For For
Frank J. Fahrenkopf Mgmt For For
Don R. Kornstein Mgmt For For
Courtney R. Mather Mgmt For For
Michael E. Pegram Mgmt For For
Thomas R. Reeg Mgmt For For
David P. Tomick Mgmt For For
2. COMPANY PROPOSAL: ADVISORY VOTE TO APPROVE Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
3. COMPANY PROPOSAL: RATIFY THE SELECTION OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
COMPANY FOR THE YEAR ENDING DECEMBER 31,
2023.
4. COMPANY PROPOSAL: APPROVE AND ADOPT AN Mgmt For For
AMENDMENT TO THE COMPANY'S CERTIFICATE OF
INCORPORATION TO LIMIT THE LIABILITY OF
CERTAIN OFFICERS AND THE AMENDMENT AND
RESTATEMENT OF THE COMPANY'S CERTIFICATE OF
INCORPORATION TO REFLECT SUCH AMENDMENT.
5. SHAREHOLDER PROPOSAL: A SHAREHOLDER Shr Against For
PROPOSAL REGARDING COMPANY POLITICAL
DISCLOSURES.
6. SHAREHOLDER PROPOSAL: A SHAREHOLDER Shr Against For
PROPOSAL REGARDING BOARD MATRIX.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 935795510
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr Against For
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr Against For
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
DELTA AIR LINES, INC. Agenda Number: 935859059
--------------------------------------------------------------------------------------------------------------------------
Security: 247361702
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: DAL
ISIN: US2473617023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward H. Bastian Mgmt For For
1b. Election of Director: Greg Creed Mgmt For For
1c. Election of Director: David G. DeWalt Mgmt For For
1d. Election of Director: William H. Easter III Mgmt For For
1e. Election of Director: Leslie D. Hale Mgmt For For
1f. Election of Director: Christopher A. Mgmt For For
Hazleton
1g. Election of Director: Michael P. Huerta Mgmt For For
1h. Election of Director: Jeanne P. Jackson Mgmt For For
1i. Election of Director: George N. Mattson Mgmt For For
1j. Election of Director: Vasant M. Prabhu Mgmt For For
1k. Election of Director: Sergio A. L. Rial Mgmt For For
1l. Election of Director: David S. Taylor Mgmt For For
1m. Election of Director: Kathy N. Waller Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of Delta's named executive
officers.
3. To recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Delta's independent auditors for the
year ending December 31, 2023.
5. A shareholder proposal requesting Shr For Against
shareholder ratification of termination
pay.
6. A shareholder proposal requesting a freedom Shr Against For
of association and collective bargaining
policy.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 935775467
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: HUM
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Raquel C. Bono, M.D. Mgmt For For
1b) Election of Director: Bruce D. Broussard Mgmt For For
1c) Election of Director: Frank A. D'Amelio Mgmt For For
1d) Election of Director: David T. Feinberg, Mgmt For For
M.D.
1e) Election of Director: Wayne A. I. Mgmt For For
Frederick, M.D.
1f) Election of Director: John W. Garratt Mgmt For For
1g) Election of Director: Kurt J. Hilzinger Mgmt For For
1h) Election of Director: Karen W. Katz Mgmt For For
1i) Election of Director: Marcy S. Klevorn Mgmt For For
1j) Election of Director: William J. McDonald Mgmt For For
1k) Election of Director: Jorge S. Mesquita Mgmt For For
1l) Election of Director: Brad D. Smith Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm.
3. Non-binding advisory vote for the approval Mgmt For For
of the compensation of the named executive
officers as disclosed in the 2023 proxy
statement.
4. Non-binding advisory vote for the approval Mgmt 1 Year For
of the frequency with which future
stockholder votes on the compensation of
the named executive officers will be held.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
L3HARRIS TECHNOLOGIES INC. Agenda Number: 935775532
--------------------------------------------------------------------------------------------------------------------------
Security: 502431109
Meeting Type: Annual
Meeting Date: 21-Apr-2023
Ticker: LHX
ISIN: US5024311095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Sallie B. Bailey
1b. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Peter W. Chiarelli
1c. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Thomas A. Dattilo
1d. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Roger B. Fradin
1e. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Joanna L. Geraghty
1f. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Harry B. Harris,
Jr.
1g. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Lewis Hay III
1h. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christopher E.
Kubasik
1i. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Rita S. Lane
1j. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Robert B. Millard
1k. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Edward A. Rice,
Jr.
1l. Election of Director for a Term Expiring at Mgmt For For
the 2024 Annual Meeting: Christina L.
Zamarro
2. Approval, in an Advisory Vote, of the Mgmt For For
Compensation of Named Executive Officers as
Disclosed in the Proxy Statement
3. Approval, in an Advisory Vote, of the Mgmt 1 Year For
Frequency of Future Shareholder Votes
Regarding the Compensation of Named
Executive Officers
4. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Independent Registered Public
Accounting Firm for Fiscal Year 2023
5. Shareholder Proposal titled "Transparency Shr Against For
in Regard to Lobbying"
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LULULEMON ATHLETICA INC. Agenda Number: 935847600
--------------------------------------------------------------------------------------------------------------------------
Security: 550021109
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: LULU
ISIN: US5500211090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: Michael Casey Mgmt For For
1b. Election of Class I Director: Glenn Murphy Mgmt For For
1c. Election of Class I Director: David Mgmt For For
Mussafer
1d. Election of Class II Director: Isabel Mahe Mgmt For For
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending January 28,
2024.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
4. To cast an advisory vote on the frequency Mgmt 1 Year
of including advisory say-on-pay votes in
proxy materials for future shareholder
meetings.
5. To approve the adoption of the lululemon Mgmt For For
2023 Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
MARRIOTT INTERNATIONAL, INC. Agenda Number: 935797564
--------------------------------------------------------------------------------------------------------------------------
Security: 571903202
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: MAR
ISIN: US5719032022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Anthony G. Capuano Mgmt For For
1b. ELECTION OF DIRECTOR: Isabella D. Goren Mgmt For For
1c. ELECTION OF DIRECTOR: Deborah M. Harrison Mgmt For For
1d. ELECTION OF DIRECTOR: Frederick A. Mgmt For For
Henderson
1e. ELECTION OF DIRECTOR: Eric Hippeau Mgmt For For
1f. ELECTION OF DIRECTOR: Lauren R. Hobart Mgmt For For
1g. ELECTION OF DIRECTOR: Debra L. Lee Mgmt For For
1h. ELECTION OF DIRECTOR: Aylwin B. Lewis Mgmt For For
1i. ELECTION OF DIRECTOR: David S. Marriott Mgmt For For
1j. ELECTION OF DIRECTOR: Margaret M. McCarthy Mgmt For For
1k. ELECTION OF DIRECTOR: Grant F. Reid Mgmt For For
1l. ELECTION OF DIRECTOR: Horacio D. Rozanski Mgmt For For
1m. ELECTION OF DIRECTOR: Susan C. Schwab Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL YEAR 2023
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES TO APPROVE EXECUTIVE
COMPENSATION
5. APPROVAL OF THE 2023 MARRIOTT Mgmt For For
INTERNATIONAL, INC. STOCK AND CASH
INCENTIVE PLAN
6. STOCKHOLDER RESOLUTION REQUESTING THAT THE Shr Against For
COMPANY PUBLISH A CONGRUENCY REPORT OF
PARTNERSHIPS WITH GLOBALIST ORGANIZATIONS
7. STOCKHOLDER RESOLUTION REQUESTING THE Shr Against For
COMPANY ANNUALLY PREPARE A PAY EQUITY
DISCLOSURE
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 935808646
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alistair Darling Mgmt For For
1b. Election of Director: Thomas H. Glocer Mgmt For For
1c. Election of Director: James P. Gorman Mgmt For For
1d. Election of Director: Robert H. Herz Mgmt For For
1e. Election of Director: Erika H. James Mgmt For For
1f. Election of Director: Hironori Kamezawa Mgmt For For
1g. Election of Director: Shelley B. Leibowitz Mgmt For For
1h. Election of Director: Stephen J. Luczo Mgmt For For
1i. Election of Director: Jami Miscik Mgmt For For
1j. Election of Director: Masato Miyachi Mgmt For For
1k. Election of Director: Dennis M. Nally Mgmt For For
1l. Election of Director: Mary L. Schapiro Mgmt For For
1m. Election of Director: Perry M. Traquina Mgmt For For
1n. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditor
3. To approve the compensation of executives Mgmt For For
as disclosed in the proxy statement
(non-binding advisory vote)
4. To vote on the frequency of holding a Mgmt 1 Year For
non-binding advisory vote on the
compensation of executives as disclosed in
the proxy statement (non-binding advisory
vote)
5. Shareholder proposal requesting adoption of Shr Against For
improved shareholder right to call a
special shareholder meeting
6. Shareholder proposal requesting adoption of Shr Against For
a policy to cease financing new fossil fuel
development
--------------------------------------------------------------------------------------------------------------------------
NATWEST GROUP PLC Agenda Number: 715970819
--------------------------------------------------------------------------------------------------------------------------
Security: G6422B105
Meeting Type: MIX
Meeting Date: 25-Aug-2022
Ticker:
ISIN: GB00B7T77214
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 781825 DUE TO RECEIVED
ADDITIONAL RESOLUTION 9. ALL VOTES RECEIVED
ON THE PREVIOUS MEETING WILL BE DISREGARDED
IF VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
O.1 TO DECLARE A SPECIAL DIVIDEND OF 16.8P PER Mgmt For For
ORDINARY SHARE
O.2 TO CONSOLIDATE THE ORDINARY SHARE CAPITAL Mgmt For For
O.3 TO AMEND THE DIRECTORS' AUTHORITY TO ALLOT Mgmt For For
SHARES IN THE COMPANY
O.4 THAT, SUBJECT TO AND CONDITIONAL UPON THE Mgmt For For
PASSING OF RESOLUTIONS 1, 2 AND 3 AND THE
CLASS MEETING RESOLUTION AND ADMISSION AND,
IN PLACE OF THE EQUIVALENT AUTHORITY GIVEN
TO THE DIRECTORS AT THE LAST ANNUAL GENERAL
MEETING OF THE COMPANY (BUT WITHOUT
PREJUDICE TO THE CONTINUING AUTHORITY OF
THE DIRECTORS TO DISAPPLY PRE-EMPTION
RIGHTS IN CONNECTION WITH AN OFFER OR
AGREEMENT MADE BY THE COMPANY BEFORE THE
EXPIRY OF THE AUTHORITY PURSUANT TO WHICH
SUCH OFFER OR AGREEMENT WAS MADE), THE
DIRECTORS BE AND ARE GENERALLY AND
UNCONDITIONALLY EMPOWERED PURSUANT TO
SECTION 570 AND SECTION 573 OF THE
COMPANIES ACT 2006 TO ALLOT EQUITY
SECURITIES (AS DEFINED IN SECTION 560 OF
THE COMPANIES ACT 2006) FOR CASH, EITHER
PURSUANT TO THE AUTHORITY CONFERRED BY
RESOLUTION 3 OR BY WAY OF A SALE OF
TREASURY SHARES, AS IF SECTION 561 OF THE
COMPANIES ACT 2006 DID NOT APPLY TO ANY
SUCH ALLOTMENT, PROVIDED THAT THIS POWER
SHALL BE LIMITED TO: (I) THE ALLOTMENT
(OTHERWISE THAN PURSUANT TO SUB-PARAGRAPH
(II) BELOW) OF EQUITY SECURITIES PURSUANT
TO THE AUTHORITY GRANTED UNDER RESOLUTION
SUB-PARAGRAPH (I) OF RESOLUTION 3, AND/OR
BY VIRTUE OF SECTION 560(3) OF THE
COMPANIES ACT 2006, UP TO A MAXIMUM
AGGREGATE NOMINAL AMOUNT OF GBP
520,306,980; AND (II) THE ALLOTMENT OF
EQUITY SECURITIES IN CONNECTION WITH AN
OFFER OR ISSUE OF EQUITY SECURITIES (BUT IN
THE CASE OF THE AUTHORITY GRANTED UNDER
SUB-PARAGRAPH (II) OF RESOLUTION 3, BY WAY
OF A RIGHTS ISSUE AS DESCRIBED IN THAT
RESOLUTION ONLY) TO OR IN FAVOUR OF (A)
HOLDERS OF NEW ORDINARY SHARES IN
PROPORTION (AS NEARLY AS MAY BE
PRACTICABLE) TO THEIR EXISTING HOLDINGS,
AND (B) HOLDERS OF OTHER EQUITY SECURITIES
IF THIS IS REQUIRED BY THE RIGHTS OF THOSE
SECURITIES OR, IF THE DIRECTORS CONSIDER IT
NECESSARY, AS PERMITTED BY THE RIGHTS OF
THOSE SECURITIES, BUT SUBJECT TO SUCH
EXCLUSIONS OR OTHER ARRANGEMENTS AS THE
DIRECTORS MAY DEEM NECESSARY OR EXPEDIENT
IN RELATION TO FRACTIONAL ENTITLEMENTS,
TREASURY SHARES, RECORD DATES, SECURITIES
REPRESENTED BY DEPOSITARY RECEIPTS, LEGAL,
REGULATORY OR PRACTICAL PROBLEMS ARISING
IN, OR UNDER THE LAWS OF, ANY TERRITORY OR
THE REQUIREMENTS OF ANY RELEVANT REGULATORY
BODY OR ANY STOCK EXCHANGE OR ANY OTHER
MATTER. THIS AUTHORITY SHALL EXPIRE AT THE
CONCLUSION OF THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY OR, IF EARLIER, AT
THE CLOSE OF BUSINESS ON 30 JUNE 2023,
UNLESS PREVIOUSLY RENEWED, VARIED OR
REVOKED BY THE COMPANY IN GENERAL MEETING,
SAVE THAT THE COMPANY MAY BEFORE SUCH
EXPIRY MAKE ANY OFFER OR ENTER INTO ANY
AGREEMENT WHICH WOULD OR MIGHT REQUIRE
EQUITY SECURITIES TO BE ALLOTTED, OR
TREASURY SHARES SOLD, AFTER SUCH EXPIRY AND
THE DIRECTORS MAY ALLOT EQUITY SECURITIES
OR SELL TREASURY SHARES IN PURSUANCE OF ANY
SUCH OFFER OR AGREEMENT AS IF THIS
AUTHORITY CONFERRED HAD NOT EXPIRED.
COMPLIANCE WITH THE LIMIT IN SUB-PARAGRAPH
(II) OF RESOLUTION 3 SHALL BE CALCULATED,
IN THE CASE OF EQUITY SECURITIES WHICH ARE
RIGHTS TO SUBSCRIBE FOR, OR TO CONVERT
SECURITIES INTO, ORDINARY SHARES (AS
DEFINED IN SECTION 560 OF THE COMPANIES ACT
2006), BY REFERENCE TO THE AGGREGATE
NOMINAL AMOUNT OF SUCH SHARES WHICH MAY BE
ALLOTTED PURSUANT TO SUCH RIGHTS
O.5 THAT, SUBJECT TO AND CONDITIONAL UPON THE Mgmt For For
PASSING OF RESOLUTIONS 1, 2 AND 3 AND THE
CLASS MEETING RESOLUTION AND ADMISSION AND
IN ADDITION TO ANY AUTHORITY GRANTED UNDER
RESOLUTION 4, AND IN PLACE OF THE
EQUIVALENT AUTHORITY GIVEN TO THE DIRECTORS
AT THE LAST ANNUAL GENERAL MEETING OF THE
COMPANY (BUT WITHOUT PREJUDICE TO THE
CONTINUING AUTHORITY OF THE DIRECTORS TO
DISAPPLY PRE-EMPTION RIGHTS IN CONNECTION
WITH AN OFFER OR AGREEMENT MADE BY THE
COMPANY BEFORE THE EXPIRY OF THE AUTHORITY
PURSUANT TO WHICH SUCH OFFER OR AGREEMENT
WAS MADE), THE DIRECTORS BE AND ARE
GENERALLY AND UNCONDITIONALLY EMPOWERED
PURSUANT TO SECTION 570 AND SECTION 573 OF
THE COMPANIES ACT 2006 TO ALLOT EQUITY
SECURITIES (AS DEFINED IN SECTION 560 OF
THE COMPANIES ACT 2006) FOR CASH, EITHER
PURSUANT TO THE AUTHORITY CONFERRED BY
RESOLUTION 3 OR BY WAY OF A SALE OF
TREASURY SHARES, AS IF SECTION 561 OF THE
COMPANIES ACT 2006 DID NOT APPLY TO ANY
SUCH ALLOTMENT, PROVIDED THAT THIS
AUTHORITY SHALL BE: (I) LIMITED TO THE
ALLOTMENT OF EQUITY SECURITIES, OR SALE OF
TREASURY SHARES, UP TO A MAXIMUM AGGREGATE
NOMINAL AMOUNT OF GBP 520,306,980; AND (II)
USED ONLY FOR THE PURPOSES OF FINANCING (OR
REFINANCING, IF THE AUTHORITY IS TO BE USED
WITHIN SIX MONTHS AFTER THE ORIGINAL
TRANSACTION) A TRANSACTION WHICH THE
DIRECTORS DETERMINE TO BE AN ACQUISITION OR
OTHER CAPITAL INVESTMENT OF A KIND
CONTEMPLATED BY THE STATEMENT OF PRINCIPLES
ON DISAPPLYING PRE-EMPTION RIGHTS MOST
RECENTLY PUBLISHED BY THE PRE-EMPTION GROUP
AS AT THE DATE OF THE 2022 AGM. THIS
AUTHORITY SHALL EXPIRE AT THE CONCLUSION OF
THE NEXT ANNUAL GENERAL MEETING OF THE
COMPANY OR, IF EARLIER, AT THE CLOSE OF
BUSINESS ON 30 JUNE 2023, BUT IN EACH CASE,
PRIOR TO ITS EXPIRY, THE COMPANY MAY MAKE
OFFERS, AND ENTER INTO AGREEMENTS, WHICH
WOULD, OR MIGHT, REQUIRE EQUITY SECURITIES
TO BE ALLOTTED AFTER IT EXPIRES, AND THE
DIRECTORS MAY ALLOT EQUITY SECURITIES IN
PURSUANCE OF SUCH OFFER OR AGREEMENT AS IF
THIS AUTHORITY HAD NOT EXPIRED
O.6 TO AMEND THE AUTHORITY FOR THE COMPANY TO Mgmt For For
PURCHASE ITS OWN SHARE SON A RECOGNISED
INVESTMENT EXCHANGE
O.7 TO AMEND THE DIRECTED BUY BACK CONTRACT IN Mgmt For For
RELATION TO THE EXISTING AUTHORITY FOR
OFF-MARKET PURCHASES OF ORDINARY SHARES
FROM HM TREASURY
O.8 TO AMEND THE COMPANY'S ARTICLES OF Mgmt For For
ASSOCIATION
C.9 TO SANCTION AND CONSENT TO EVERY VARIATION, Mgmt For For
ALTERATION, MODIFICATION OR ABROGATION OF
THE SPECIAL RIGHTS TO ORDINARY SHARES
--------------------------------------------------------------------------------------------------------------------------
NATWEST GROUP PLC Agenda Number: 716813250
--------------------------------------------------------------------------------------------------------------------------
Security: G6422B147
Meeting Type: AGM
Meeting Date: 25-Apr-2023
Ticker:
ISIN: GB00BM8PJY71
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE 2022 REPORT AND ACCOUNTS Mgmt For For
2 TO APPROVE THE ANNUAL REMUNERATION REPORT Mgmt For For
IN THE DIRECTORS REMUNERATION REPORT
3 TO DECLARE A FINAL DIVIDEND OF 10 PENCE PER Mgmt For For
ORDINARY SHARE
4 TO RE-ELECT HOWARD DAVIES AS A DIRECTOR Mgmt For For
5 TO RE-ELECT ALISON ROSE-SLADE AS A DIRECTOR Mgmt For For
6 TO RE-ELECT KATIE MURRAY AS A DIRECTOR Mgmt For For
7 TO RE-ELECT FRANK DANGEARD AS A DIRECTOR Mgmt For For
8 TO ELECT ROISIN DONNELLY AS A DIRECTOR Mgmt For For
9 TO RE-ELECT PATRICK FLYNN AS A DIRECTOR Mgmt For For
10 TO RE-ELECT MORTEN FRIIS AS A DIRECTOR Mgmt For For
11 TO RE-ELECT YASMIN JETHA AS A DIRECTOR Mgmt For For
12 TO ELECT STUART LEWIS AS A DIRECTOR Mgmt For For
13 TO RE-ELECT MARK SELIGMAN AS A DIRECTOR Mgmt For For
14 TO RE-ELECT LENA WILSON AS A DIRECTOR Mgmt For For
15 TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS Mgmt For For
OF THE COMPANY
16 TO AUTHORISE THE GROUP AUDIT COMMITTEE TO Mgmt For For
FIX THE REMUNERATION OF THE AUDITORS
17 TO RENEW THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
SHARES IN THE COMPANY
18 TO RENEW THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
EQUITY SECURITIES ON A NON PRE-EMPTIVE
BASIS IN CONNECTION WITH AN OFFER OR ISSUE
OF EQUITY SECURITIES
19 TO RENEW THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
EQUITY SECURITIES ON A NON PRE-EMPTIVE
BASIS IN CONNECTION WITH THE FINANCING OF A
TRANSACTION
20 TO RENEW THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
ORDINARY SHARES OR GRANT RIGHTS TO
SUBSCRIBE FOR OR TO CONVERT ANY SECURITY
INTO ORDINARY SHARES IN RELATION TO EQUITY
CONVERTIBLE NOTES
21 TO RENEW THE DIRECTORS AUTHORITY TO ALLOT Mgmt For For
EQUITY SECURITIES ON A NON PRE-EMPTIVE
BASIS IN CONNECTION WITH EQUITY CONVERTIBLE
NOTES
22 TO RENEW THE AUTHORITY TO PERMIT THE Mgmt For For
HOLDING OF GENERAL MEETINGS ON 14 CLEAR
DAYS NOTICE
23 TO RENEW THE AUTHORITY IN RESPECT OF Mgmt For For
POLITICAL DONATIONS AND EXPENDITURE BY THE
COMPANY IN TERMS OF SECTIONS 366 AND 367 OF
THE COMPANIES ACT 2006
24 TO RENEW THE AUTHORITY FOR THE COMPANY TO Mgmt For For
PURCHASE ITS OWN SHARES ON A RECOGNIZED
INVESTMENT EXCHANGE
25 TO RENEW THE AUTHORITY TO MAKE OFF-MARKET Mgmt For For
PURCHASES OF ORDINARY SHARES FROM HM
TREASURY
26 TO AUTHORISE THE COMPANY TO MAKE OFF-MARKET Mgmt For For
PURCHASES OF PREFERENCE SHARES
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
PAYCOM SOFTWARE, INC. Agenda Number: 935812227
--------------------------------------------------------------------------------------------------------------------------
Security: 70432V102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: PAYC
ISIN: US70432V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class I director: Sharen J. Mgmt For For
Turney
1.2 Election of Class I director: J.C. Watts, Mgmt For For
Jr.
2. Ratification of the appointment of Grant Mgmt For For
Thornton LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
4. Approval of the Paycom Software, Inc. 2023 Mgmt For For
Long-Term Incentive Plan.
5. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company.
6. Stockholder proposal to adopt a majority Shr Against For
vote standard in uncontested director
elections, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO. Agenda Number: 935815413
--------------------------------------------------------------------------------------------------------------------------
Security: 844741108
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: LUV
ISIN: US8447411088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David W. Biegler Mgmt For For
1b. Election of Director: J. Veronica Biggins Mgmt For For
1c. Election of Director: Douglas H. Brooks Mgmt For For
1d. Election of Director: Eduardo F. Conrado Mgmt For For
1e. Election of Director: William H. Cunningham Mgmt For For
1f. Election of Director: Thomas W. Gilligan Mgmt For For
1g. Election of Director: David P. Hess Mgmt For For
1h. Election of Director: Robert E. Jordan Mgmt For For
1i. Election of Director: Gary C. Kelly Mgmt For For
1j. Election of Director: Elaine Mendoza Mgmt For For
1k. Election of Director: John T. Montford Mgmt For For
1l. Election of Director: Christopher P. Mgmt For For
Reynolds
1m. Election of Director: Ron Ricks Mgmt For For
1n. Election of Director: Jill A. Soltau Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Advisory vote on frequency of votes on Mgmt 1 Year For
named executive officer compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as the Company's independent
auditors for the fiscal year ending
December 31, 2023.
5. Advisory vote on shareholder proposal to Shr Against For
permit shareholder removal of directors
without cause.
6. Advisory vote on shareholder proposal to Shr For Against
require shareholder ratification of
termination pay.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr For
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
THE PNC FINANCIAL SERVICES GROUP, INC. Agenda Number: 935773324
--------------------------------------------------------------------------------------------------------------------------
Security: 693475105
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: PNC
ISIN: US6934751057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph Alvarado Mgmt For For
1b. Election of Director: Debra A. Cafaro Mgmt For For
1c. Election of Director: Marjorie Rodgers Mgmt For For
Cheshire
1d. Election of Director: William S. Demchak Mgmt For For
1e. Election of Director: Andrew T. Feldstein Mgmt For For
1f. Election of Director: Richard J. Harshman Mgmt For For
1g. Election of Director: Daniel R. Hesse Mgmt For For
1h. Election of Director: Renu Khator Mgmt For For
1i. Election of Director: Linda R. Medler Mgmt For For
1j. Election of Director: Robert A. Niblock Mgmt For For
1k. Election of Director: Martin Pfinsgraff Mgmt For For
1l. Election of Director: Bryan S. Salesky Mgmt For For
1m. Election of Director: Toni Townes-Whitley Mgmt For For
2. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
PNC's independent registered public
accounting firm for 2023.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
TRANSUNION Agenda Number: 935786383
--------------------------------------------------------------------------------------------------------------------------
Security: 89400J107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: TRU
ISIN: US89400J1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: George M. Awad Mgmt For For
1b. Election of Director: William P. (Billy) Mgmt For For
Bosworth
1c. Election of Director: Christopher A. Mgmt For For
Cartwright
1d. Election of Director: Suzanne P. Clark Mgmt For For
1e. Election of Director: Hamidou Dia Mgmt For For
1f. Election of Director: Russell P. Fradin Mgmt For For
1g. Election of Director: Charles E. Gottdiener Mgmt For For
1h. Election of Director: Pamela A. Joseph Mgmt For For
1i. Election of Director: Thomas L. Monahan, Mgmt For For
III
1j. Election of Director: Ravi Kumar Singisetti Mgmt For For
1k. Election of Director: Linda K. Zukauckas Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as TransUnion's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of TransUnion's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
UNION PACIFIC CORPORATION Agenda Number: 935805703
--------------------------------------------------------------------------------------------------------------------------
Security: 907818108
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: UNP
ISIN: US9078181081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: William J. DeLaney Mgmt For For
1b. Election of Director: David B. Dillon Mgmt For For
1c. Election of Director: Sheri H. Edison Mgmt For For
1d. Election of Director: Teresa M. Finley Mgmt For For
1e. Election of Director: Lance M. Fritz Mgmt For For
1f. Election of Director: Deborah C. Hopkins Mgmt For For
1g. Election of Director: Jane H. Lute Mgmt For For
1h. Election of Director: Michael R. McCarthy Mgmt For For
1i. Election of Director: Jose H. Villarreal Mgmt For For
1j. Election of Director: Christopher J. Mgmt For For
Williams
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm of the Company for
2023.
3. An advisory vote to approve executive Mgmt For For
compensation ("Say On Pay").
4. An advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation
("Say on Frequency").
5. Shareholder proposal regarding independent Shr Against For
board chairman.
6. Shareholder proposal requesting an Shr Against For
amendment to our Bylaws to require
shareholder approval for certain future
amendments.
7. Shareholder proposal requesting a paid sick Shr Against For
leave policy.
--------------------------------------------------------------------------------------------------------------------------
UNITED AIRLINES HOLDINGS, INC. Agenda Number: 935819461
--------------------------------------------------------------------------------------------------------------------------
Security: 910047109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: UAL
ISIN: US9100471096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carolyn Corvi Mgmt For For
1b. Election of Director: Matthew Friend Mgmt For For
1c. Election of Director: Barney Harford Mgmt For For
1d. Election of Director: Michele J. Hooper Mgmt For For
1e. Election of Director: Walter Isaacson Mgmt For For
1f. Election of Director: James A. C. Kennedy Mgmt For For
1g. Election of Director: J. Scott Kirby Mgmt For For
1h. Election of Director: Edward M. Philip Mgmt For For
1i. Election of Director: Edward L. Shapiro Mgmt For For
1j. Election of Director: Laysha Ward Mgmt For For
1k. Election of Director: James M. Whitehurst Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP to Serve as the Company's
Independent Registered Public Accounting
Firm for the Fiscal Year Ending December
31, 2023.
3. A Vote to Approve, on a Nonbinding Advisory Mgmt For For
Basis, the Compensation of the Company's
Named Executive Officers.
4. A Vote to Approve, on a Nonbinding Advisory Mgmt 1 Year For
Basis, the Frequency (i.e., every one, two
or three years) of Holding Future Advisory
Votes to Approve the Compensation of the
Company's Named Executive Officers.
5. A Vote to Approve the First Amendment to Mgmt For For
the United Airlines Holdings, Inc. 2021
Incentive Compensation Plan.
6. A Vote to Approve the Amended and Restated Mgmt For For
United Airlines Holdings, Inc. Director
Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
Calamos Select Fund
--------------------------------------------------------------------------------------------------------------------------
AIR LEASE CORPORATION Agenda Number: 935779821
--------------------------------------------------------------------------------------------------------------------------
Security: 00912X302
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: AL
ISIN: US00912X3026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Matthew J. Hart Mgmt For For
1b. Election of Director: Yvette H. Clark Mgmt For For
1c. Election of Director: Cheryl Gordon Mgmt For For
Krongard
1d. Election of Director: Marshall O. Larsen Mgmt For For
1e. Election of Director: Susan McCaw Mgmt For For
1f. Election of Director: Robert A. Milton Mgmt For For
1g. Election of Director: John L. Plueger Mgmt For For
1h. Election of Director: Ian M. Saines Mgmt For For
1i. Election of Director: Steven F. Udvar-Hazy Mgmt For For
2. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for 2023.
3. Approve the Air Lease Corporation 2023 Mgmt For For
Equity Incentive Plan.
4. Advisory vote to approve named executive Mgmt For For
officer compensation.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935830946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Larry Page Mgmt For For
1b. Election of Director: Sergey Brin Mgmt For For
1c. Election of Director: Sundar Pichai Mgmt For For
1d. Election of Director: John L. Hennessy Mgmt For For
1e. Election of Director: Frances H. Arnold Mgmt For For
1f. Election of Director: R. Martin "Marty" Mgmt For For
Chavez
1g. Election of Director: L. John Doerr Mgmt For For
1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For
1i. Election of Director: Ann Mather Mgmt For For
1j. Election of Director: K. Ram Shriram Mgmt For For
1k. Election of Director: Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Alphabet's independent
registered public accounting firm for the
fiscal year ending December 31, 2023
3. Approval of amendment and restatement of Mgmt For For
Alphabet's Amended and Restated 2021 Stock
Plan to increase the share reserve by
170,000,000 (post stock split) shares of
Class C capital stock
4. Advisory vote to approve compensation Mgmt For For
awarded to named executive officers
5. Advisory vote on the frequency of advisory Mgmt 3 Years For
votes to approve compensation awarded to
named executive officers
6. Stockholder proposal regarding a lobbying Shr Against For
report
7. Stockholder proposal regarding a congruency Shr Against For
report
8. Stockholder proposal regarding a climate Shr Against For
lobbying report
9. Stockholder proposal regarding a report on Shr Against For
reproductive rights and data privacy
10. Stockholder proposal regarding a human Shr Against For
rights assessment of data center siting
11. Stockholder proposal regarding a human Shr Against For
rights assessment of targeted ad policies
and practices
12. Stockholder proposal regarding algorithm Shr Against For
disclosures
13. Stockholder proposal regarding a report on Shr Against For
alignment of YouTube policies with
legislation
14. Stockholder proposal regarding a content Shr Against For
governance report
15. Stockholder proposal regarding a Shr Against For
performance review of the Audit and
Compliance Committee
16. Stockholder proposal regarding bylaws Shr Against For
amendment
17. Stockholder proposal regarding "executives Shr Against For
to retain significant stock"
18. Stockholder proposal regarding equal Shr Against For
shareholder voting
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 935825452
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 935784808
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of one Mgmt For For
year: Thomas J. Baltimore
1b. Election of Director for a term of one Mgmt For For
year: John J. Brennan
1c. Election of Director for a term of one Mgmt For For
year: Peter Chernin
1d. Election of Director for a term of one Mgmt For For
year: Walter J. Clayton III
1e. Election of Director for a term of one Mgmt For For
year: Ralph de la Vega
1f. Election of Director for a term of one Mgmt For For
year: Theodore J. Leonsis
1g. Election of Director for a term of one Mgmt For For
year: Deborah P. Majoras
1h. Election of Director for a term of one Mgmt For For
year: Karen L. Parkhill
1i. Election of Director for a term of one Mgmt For For
year: Charles E. Phillips
1j. Election of Director for a term of one Mgmt For For
year: Lynn A. Pike
1k. Election of Director for a term of one Mgmt For For
year: Stephen J. Squeri
1l. Election of Director for a term of one Mgmt For For
year: Daniel L. Vasella
1m. Election of Director for a term of one Mgmt For For
year: Lisa W. Wardell
1n. Election of Director for a term of one Mgmt For For
year: Christopher D. Young
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for 2023.
3. Approval, on an advisory basis, of the Mgmt For For
Company's executive compensation.
4. Advisory resolution to approve the Mgmt 1 Year For
frequency of future advisory say-on-pay
votes.
5. Shareholder proposal relating to Shr For Against
shareholder ratification of excessive
termination pay.
6. Shareholder proposal relating to abortion & Shr Against For
consumer data privacy.
--------------------------------------------------------------------------------------------------------------------------
ANALOG DEVICES, INC. Agenda Number: 935758740
--------------------------------------------------------------------------------------------------------------------------
Security: 032654105
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: ADI
ISIN: US0326541051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vincent Roche Mgmt For For
1b. Election of Director: James A. Champy Mgmt For For
1c. Election of Director: Andre Andonian Mgmt For For
1d. Election of Director: Anantha P. Mgmt For For
Chandrakasan
1e. Election of Director: Edward H. Frank Mgmt For For
1f. Election of Director: Laurie H. Glimcher Mgmt For For
1g. Election of Director: Karen M. Golz Mgmt For For
1h. Election of Director: Mercedes Johnson Mgmt For For
1i. Election of Director: Kenton J. Sicchitano Mgmt For For
1j. Election of Director: Ray Stata Mgmt For For
1k. Election of Director: Susie Wee Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the compensation of our
named executive officers.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for fiscal year
2023.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 935779782
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt For For
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr Against For
independent board chair
7. Shareholder proposal requesting shareholder Shr For Against
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr Against For
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 935784860
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nelda J. Connors Mgmt For For
1b. Election of Director: Charles J. Mgmt For For
Dockendorff
1c. Election of Director: Yoshiaki Fujimori Mgmt For For
1d. Election of Director: Edward J. Ludwig Mgmt For For
1e. Election of Director: Michael F. Mahoney Mgmt For For
1f. Election of Director: David J. Roux Mgmt For For
1g. Election of Director: John E. Sununu Mgmt For For
1h. Election of Director: David S. Wichmann Mgmt For For
1i. Election of Director: Ellen M. Zane Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on the compensation of our named
executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the 2023 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 935766189
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Diane M. Bryant Mgmt For For
1b. Election of Director: Gayla J. Delly Mgmt For For
1c. Election of Director: Raul J. Fernandez Mgmt For For
1d. Election of Director: Eddy W. Hartenstein Mgmt For For
1e. Election of Director: Check Kian Low Mgmt For For
1f. Election of Director: Justine F. Page Mgmt For For
1g. Election of Director: Henry Samueli Mgmt For For
1h. Election of Director: Hock E. Tan Mgmt For For
1i. Election of Director: Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse Coopers LLP as the
independent registered public accounting
firm of Broadcom for the fiscal year ending
October 29, 2023.
3. Approve an amendment and restatement of the Mgmt For For
2012 Stock Incentive Plan.
4. Advisory vote to approve the named Mgmt For For
executive officer compensation.
5. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on named executive officer
compensation.
--------------------------------------------------------------------------------------------------------------------------
CAESARS ENTERTAINMENT, INC. Agenda Number: 935854225
--------------------------------------------------------------------------------------------------------------------------
Security: 12769G100
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: CZR
ISIN: US12769G1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Gary L. Carano Mgmt For For
Bonnie S. Biumi Mgmt For For
Jan Jones Blackhurst Mgmt For For
Frank J. Fahrenkopf Mgmt For For
Don R. Kornstein Mgmt For For
Courtney R. Mather Mgmt For For
Michael E. Pegram Mgmt For For
Thomas R. Reeg Mgmt For For
David P. Tomick Mgmt For For
2. COMPANY PROPOSAL: ADVISORY VOTE TO APPROVE Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
3. COMPANY PROPOSAL: RATIFY THE SELECTION OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
COMPANY FOR THE YEAR ENDING DECEMBER 31,
2023.
4. COMPANY PROPOSAL: APPROVE AND ADOPT AN Mgmt For For
AMENDMENT TO THE COMPANY'S CERTIFICATE OF
INCORPORATION TO LIMIT THE LIABILITY OF
CERTAIN OFFICERS AND THE AMENDMENT AND
RESTATEMENT OF THE COMPANY'S CERTIFICATE OF
INCORPORATION TO REFLECT SUCH AMENDMENT.
5. SHAREHOLDER PROPOSAL: A SHAREHOLDER Shr Against For
PROPOSAL REGARDING COMPANY POLITICAL
DISCLOSURES.
6. SHAREHOLDER PROPOSAL: A SHAREHOLDER Shr Against For
PROPOSAL REGARDING BOARD MATRIX.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 935813027
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2022
2a Allocation of disposable profit Mgmt For For
2b Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3 Discharge of the Board of Directors Mgmt For For
4a Election of PricewaterhouseCoopers AG Mgmt For For
(Zurich) as our statutory auditor
4b Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP (United States)
as independent registered public accounting
firm for purposes of U.S. securities law
reporting
4c Election of BDO AG (Zurich) as special Mgmt For For
audit firm
5a Election of Director: Evan G. Greenberg Mgmt For For
5b Election of Director: Michael P. Connors Mgmt For For
5c Election of Director: Michael G. Atieh Mgmt For For
5d Election of Director: Kathy Bonanno Mgmt For For
5e Election of Director: Nancy K. Buese Mgmt For For
5f Election of Director: Sheila P. Burke Mgmt For For
5g Election of Director: Michael L. Corbat Mgmt For For
5h Election of Director: Robert J. Hugin Mgmt For For
5i Election of Director: Robert W. Scully Mgmt For For
5j Election of Director: Theodore E. Shasta Mgmt For For
5k Election of Director: David H. Sidwell Mgmt For For
5l Election of Director: Olivier Steimer Mgmt For For
5m Election of Director: Frances F. Townsend Mgmt For For
6 Election of Evan G. Greenberg as Chairman Mgmt For For
of the Board of Directors
7a Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b Election of the Compensation Committee of Mgmt For For
the Board of Directors: David H. Sidwell
7c Election of the Compensation Committee of Mgmt For For
the Board of Directors: Frances F. Townsend
8 Election of Homburger AG as independent Mgmt For For
proxy
9a Amendments to the Articles of Association: Mgmt For For
Amendments relating to Swiss corporate law
updates
9b Amendments to the Articles of Association: Mgmt For For
Amendment to advance notice period
10a Reduction of share capital: Cancellation of Mgmt For For
repurchased shares
10b Reduction of share capital: Par value Mgmt For For
reduction
11a Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of the Board of Directors
until the next annual general meeting
11b Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Maximum
compensation of Executive Management for
the 2024 calendar year
11c Approval of the compensation of the Board Mgmt For For
of Directors and Executive Management under
Swiss law requirements: Advisory vote to
approve the Swiss compensation report
12 Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
13 Advisory vote on the frequency of the U.S. Mgmt 1 Year For
securities law advisory vote on executive
compensation
14 Shareholder proposal on greenhouse gas Shr Against For
emissions targets, if properly presented
15 Shareholder proposal on human rights and Shr Against For
underwriting, if properly presented.
A If a new agenda item or a new proposal for Mgmt For For
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935670706
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 19-Jul-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jennifer M. Daniels Mgmt For For
Jeremy S.G. Fowden Mgmt For For
Jose M. Madero Garza Mgmt For For
Daniel J. McCarthy Mgmt For For
2. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year ending
February 28, 2023.
3. To approve, by an advisory vote, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the
Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 935714990
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Special
Meeting Date: 09-Nov-2022
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve and adopt the Amended and Mgmt For For
Restated Charter, which will effectuate the
Reclassification described in the Proxy
Statement.
2. To adjourn the Special Meeting to a later Mgmt For For
date or dates, if necessary or appropriate,
to solicit additional proxies if there are
insufficient votes to approve the
Reclassification Proposal at the time of
the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 935809395
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: DXCM
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Steven R. Altman
1.2 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Richard A. Collins
1.3 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Karen Dahut
1.4 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Mark G. Foletta
1.5 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Barbara E. Kahn
1.6 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Kyle Malady
1.7 Election of Director to hold office until Mgmt For For
our 2024 Annual Meeting: Eric J. Topol,
M.D.
2. To ratify the selection by the Audit Mgmt For For
Committee of our Board of Directors of
Ernst & Young LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To hold a non-binding vote on an advisory Mgmt For For
resolution to approve executive
compensation.
4. To recommend a non-binding advisory Mgmt 1 Year For
resolution on the frequency of stockholder
votes on executive compensation.
5. To hold a non-binding vote on pay equity Mgmt Against For
disclosure.
--------------------------------------------------------------------------------------------------------------------------
DOLLAR TREE, INC. Agenda Number: 935854706
--------------------------------------------------------------------------------------------------------------------------
Security: 256746108
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: DLTR
ISIN: US2567461080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard W. Dreiling Mgmt For For
1b. Election of Director: Cheryl W. Grise Mgmt For For
1c. Election of Director: Daniel J. Heinrich Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Edward J. Kelly, III Mgmt For For
1f. Election of Director: Mary A. Laschinger Mgmt For For
1g. Election of Director: Jeffrey G. Naylor Mgmt For For
1h. Election of Director: Winnie Y. Park Mgmt For For
1i. Election of Director: Bertram L. Scott Mgmt For For
1j. Election of Director: Stephanie P. Stahl Mgmt For For
2. To approve, by a non-binding advisory vote, Mgmt For For
the compensation of the Company's named
executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year 2023.
5. Shareholder proposal regarding a report on Shr Against For
economic and social risks of company
compensation and workforce practices and
any impact on diversified shareholders.
--------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 935783440
--------------------------------------------------------------------------------------------------------------------------
Security: 26441C204
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: DUK
ISIN: US26441C2044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Derrick Burks Mgmt For For
1b. Election of Director: Annette K. Clayton Mgmt For For
1c. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Caroline Dorsa Mgmt For For
1f. Election of Director: W. Roy Dunbar Mgmt For For
1g. Election of Director: Nicholas C. Mgmt For For
Fanandakis
1h. Election of Director: Lynn J. Good Mgmt For For
1i. Election of Director: John T. Herron Mgmt For For
1j. Election of Director: Idalene F. Kesner Mgmt For For
1k. Election of Director: E. Marie McKee Mgmt For For
1l. Election of Director: Michael J. Pacilio Mgmt For For
1m. Election of Director: Thomas E. Skains Mgmt For For
1n. Election of Director: William E. Webster, Mgmt For For
Jr.
2. Ratification of Deloitte & Touche LLP as Mgmt For For
Duke Energy's independent registered public
accounting firm for 2023
3. Advisory vote to approve Duke Energy's Mgmt For For
named executive officer compensation
4. Advisory vote on the frequency of an Mgmt 1 Year For
advisory vote on executive compensation
5. Approval of the Duke Energy Corporation Mgmt For For
2023 Long-Term Incentive Plan
6. Shareholder proposal regarding simple Shr For
majority vote
7. Shareholder proposal regarding formation of Shr Against For
committee to evaluate decarbonization risk
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr Against For
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr Against For
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr Against For
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr Against For
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 935809117
--------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HES
ISIN: US42809H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: T.J. CHECKI
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L.S.
COLEMAN, JR.
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: L. GLATCH
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.B. HESS
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: E.E.
HOLIDAY
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: M.S.
LIPSCHULTZ
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: R.J.
MCGUIRE
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: D. MCMANUS
1i. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.O. MEYERS
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K.F.
OVELMEN
1k. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: J.H.
QUIGLEY
1l. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: W.G.
SCHRADER
2. Advisory approval of the compensation of Mgmt For For
our named executive officers.
3. Advisory approval on the frequency of Mgmt 1 Year For
voting on executive compensation.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accountants for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 935801200
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Darius Adamczyk Mgmt For For
1B. Election of Director: Duncan B. Angove Mgmt For For
1C. Election of Director: William S. Ayer Mgmt For For
1D. Election of Director: Kevin Burke Mgmt For For
1E. Election of Director: D. Scott Davis Mgmt For For
1F. Election of Director: Deborah Flint Mgmt For For
1G. Election of Director: Vimal Kapur Mgmt For For
1H. Election of Director: Rose Lee Mgmt For For
1I. Election of Director: Grace D. Lieblein Mgmt For For
1J. Election of Director: Robin L. Washington Mgmt For For
1K. Election of Director: Robin Watson Mgmt For For
2. Advisory Vote to Approve Frequency of Mgmt 1 Year For
Advisory Vote on Executive Compensation.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Approval of Independent Accountants. Mgmt For For
5. Shareowner Proposal - Independent Board Shr Against For
Chairman.
6. Shareowner Proposal - Environmental and Shr Against For
Health Impact Report.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 935775621
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 19-Apr-2023
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alanna Y. Cotton Mgmt For For
1b. Election of Director: Ann B. Crane Mgmt For For
1c. Election of Director: Gina D. France Mgmt For For
1d. Election of Director: J. Michael Mgmt For For
Hochschwender
1e. Election of Director: Richard H. King Mgmt For For
1f. Election of Director: Katherine M. A. Kline Mgmt For For
1g. Election of Director: Richard W. Neu Mgmt For For
1h. Election of Director: Kenneth J. Phelan Mgmt For For
1i. Election of Director: David L. Porteous Mgmt For For
1j. Election of Director: Roger J. Sit Mgmt For For
1k. Election of Director: Stephen D. Steinour Mgmt For For
1l. Election of Director: Jeffrey L. Tate Mgmt For For
1m. Election of Director: Gary Torgow Mgmt For For
2. An advisory resolution to approve, on a Mgmt For For
non-binding basis, the compensation of
executives as disclosed in the accompanying
proxy statement.
3. An advisory resolution to approve, on a Mgmt 1 Year For
non-binding basis, the frequency of future
advisory votes on executive compensation.
4. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
IQVIA HOLDINGS INC. Agenda Number: 935769628
--------------------------------------------------------------------------------------------------------------------------
Security: 46266C105
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: IQV
ISIN: US46266C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carol J. Burt Mgmt For For
1b. Election of Director: Colleen A. Goggins Mgmt For For
1c. Election of Director: Sheila A. Stamps Mgmt For For
2. Approve an advisory (non-binding) Mgmt For For
resolution to approve IQVIA's executive
compensation (say-on-pay).
3. Approve a Company proposal to amend IQVIA's Mgmt For For
Certificate of Incorporation to adopt a
stockholders' right to request a special
stockholders' meeting.
4. If properly presented, a stockholder Shr Against For
proposal concerning special stockholder
meetings.
5. If properly presented, a stockholder Shr Against For
proposal for separate Chairman and Chief
Executive Officer roles.
6. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as IQVIA's
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
JAZZ PHARMACEUTICALS PLC Agenda Number: 935674069
--------------------------------------------------------------------------------------------------------------------------
Security: G50871105
Meeting Type: Annual
Meeting Date: 28-Jul-2022
Ticker: JAZZ
ISIN: IE00B4Q5ZN47
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Jennifer
E. Cook
1b. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Patrick G.
Enright
1c. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Seamus
Mulligan
1d. Election of Director to hold office until Mgmt For For
the 2025 Annual General Meeting: Norbert G.
Riedel, Ph.D.
2. To ratify, on a non-binding advisory basis, Mgmt For For
the appointment of KPMG as the independent
auditors of Jazz Pharmaceuticals plc for
the fiscal year ending December 31, 2022
and to authorize, in a binding vote, the
Board of Directors, acting through the
audit committee, to determine KPMG's
remuneration.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of Jazz
Pharmaceuticals plc's named executive
officers as disclosed in the proxy
statement.
4. To grant the Board of Directors authority Mgmt For For
under Irish law to allot and issue ordinary
shares for cash without first offering
those ordinary shares to existing
shareholders pursuant to the statutory
pre-emption right that would otherwise
apply.
5. To approve any motion to adjourn the Annual Mgmt For For
General Meeting, or any adjournments
thereof, to another time and place to
solicit additional proxies if there are
insufficient votes at the time of the
Annual General Meeting to approve Proposal
4.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935660200
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Annual
Meeting Date: 25-Jul-2022
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen F. Angel Mgmt For For
1b. Election of Director: Sanjiv Lamba Mgmt For For
1c. Election of Director: Prof. DDr. Mgmt For For
Ann-Kristin Achleitner
1d. Election of Director: Dr. Thomas Enders Mgmt For For
1e. Election of Director: Edward G. Galante Mgmt For For
1f. Election of Director: Joe Kaeser Mgmt For For
1g. Election of Director: Dr. Victoria Ossadnik Mgmt For For
1h. Election of Director: Prof. Dr. Martin H. Mgmt For For
Richenhagen
1i. Election of Director: Alberto Weisser Mgmt For For
1j. Election of Director: Robert L. Wood Mgmt For For
2a. To ratify, on an advisory and non-binding Mgmt For For
basis, the appointment of
PricewaterhouseCoopers ("PWC") as the
independent auditor.
2b. To authorize the Board, acting through the Mgmt For For
Audit Committee, to determine PWC's
remuneration.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of Linde plc's
Named Executive Officers, as disclosed in
the 2022 Proxy statement.
4. To approve, on an advisory and non-binding Mgmt For For
basis, the Directors' Remuneration Report
(excluding the Directors' Remuneration
Policy) as set forth in the Company's IFRS
Annual Report for the financial year ended
December 31, 2021, as required under Irish
law.
5. To determine the price range at which Linde Mgmt For For
plc can re-allot shares that it acquires as
treasury shares under Irish law.
6. To consider and vote on a shareholder Shr Against For
proposal regarding supermajority voting
requirements in Linde's Irish Constitution.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
LULULEMON ATHLETICA INC. Agenda Number: 935847600
--------------------------------------------------------------------------------------------------------------------------
Security: 550021109
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: LULU
ISIN: US5500211090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: Michael Casey Mgmt For For
1b. Election of Class I Director: Glenn Murphy Mgmt For For
1c. Election of Class I Director: David Mgmt For For
Mussafer
1d. Election of Class II Director: Isabel Mahe Mgmt For For
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending January 28,
2024.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
4. To cast an advisory vote on the frequency Mgmt 1 Year
of including advisory say-on-pay votes in
proxy materials for future shareholder
meetings.
5. To approve the adoption of the lululemon Mgmt For For
2023 Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 935801541
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anthony K. Anderson Mgmt For For
1b. Election of Director: John Q. Doyle Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Oscar Fanjul Mgmt For For
1e. Election of Director: H. Edward Hanway Mgmt For For
1f. Election of Director: Judith Hartmann Mgmt For For
1g. Election of Director: Deborah C. Hopkins Mgmt For For
1h. Election of Director: Tamara Ingram Mgmt For For
1i. Election of Director: Jane H. Lute Mgmt For For
1j. Election of Director: Steven A. Mills Mgmt For For
1k. Election of Director: Bruce P. Nolop Mgmt For For
1l. Election of Director: Morton O. Schapiro Mgmt For For
1m. Election of Director: Lloyd M. Yates Mgmt For For
1n. Election of Director: Ray G. Young Mgmt For For
2. Advisory (Nonbinding) Vote to Approve Named Mgmt For For
Executive Officer Compensation
3. Advisory (Nonbinding) Vote on the Frequency Mgmt 1 Year For
of Future Votes on Named Executive Officer
Compensation
4. Ratification of Selection of Independent Mgmt For For
Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 935809357
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lewis W.K. Booth Mgmt For For
1b. Election of Director: Charles E. Bunch Mgmt For For
1c. Election of Director: Ertharin Cousin Mgmt For For
1d. Election of Director: Jorge S. Mesquita Mgmt For For
1e. Election of Director: Anindita Mukherjee Mgmt For For
1f. Election of Director: Jane Hamilton Nielsen Mgmt For For
1g. Election of Director: Patrick T. Siewert Mgmt For For
1h. Election of Director: Michael A. Todman Mgmt For For
1i. Election of Director: Dirk Van de Put Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Votes to Approve Executive Compensation.
4. Ratification of the Selection of Mgmt For For
PricewaterhouseCoopers LLP as Independent
Registered Public Accountants for Fiscal
Year Ending December 31, 2023.
5. Require Independent Chair of the Board. Shr Against For
6. Publish Annual Benchmarks for Achieving Shr Against For
Company's 2025 Cage-Free Egg Goal.
7. Adopt Public Targets to Eradicate Child Shr Against For
Labor in Cocoa Supply Chain
--------------------------------------------------------------------------------------------------------------------------
NEXTERA ENERGY, INC. Agenda Number: 935808696
--------------------------------------------------------------------------------------------------------------------------
Security: 65339F101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: NEE
ISIN: US65339F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicole S. Arnaboldi Mgmt For For
1b. Election of Director: Sherry S. Barrat Mgmt For For
1c. Election of Director: James L. Camaren Mgmt For For
1d. Election of Director: Kenneth B. Dunn Mgmt For For
1e. Election of Director: Naren K. Gursahaney Mgmt For For
1f. Election of Director: Kirk S. Hachigian Mgmt For For
1g. Election of Director: John W. Ketchum Mgmt For For
1h. Election of Director: Amy B. Lane Mgmt For For
1i. Election of Director: David L. Porges Mgmt For For
1j. Election of Director: Deborah "Dev" Mgmt For For
Stahlkopf
1k. Election of Director: John A. Stall Mgmt For For
1l. Election of Director: Darryl L. Wilson Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as NextEra Energy's independent
registered public accounting firm for 2023
3. Approval, by non-binding advisory vote, of Mgmt For For
NextEra Energy's compensation of its named
executive officers as disclosed in the
proxy statement
4. Non-Binding advisory vote on whether Mgmt 1 Year For
NextEra Energy should hold a non-binding
shareholder advisory vote to approve
NextEra Energy's compensation of its named
executive officers every 1, 2 or 3 years
5. A proposal entitled "Board Skills Shr Against For
Disclosure" requesting a chart of
individual board skills
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt For For
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
PAYCOM SOFTWARE, INC. Agenda Number: 935812227
--------------------------------------------------------------------------------------------------------------------------
Security: 70432V102
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: PAYC
ISIN: US70432V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class I director: Sharen J. Mgmt For For
Turney
1.2 Election of Class I director: J.C. Watts, Mgmt For For
Jr.
2. Ratification of the appointment of Grant Mgmt For For
Thornton LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
4. Approval of the Paycom Software, Inc. 2023 Mgmt For For
Long-Term Incentive Plan.
5. Approval of an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company.
6. Stockholder proposal to adopt a majority Shr Against For
vote standard in uncontested director
elections, if properly presented at the
Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
PROLOGIS, INC. Agenda Number: 935786814
--------------------------------------------------------------------------------------------------------------------------
Security: 74340W103
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: PLD
ISIN: US74340W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Hamid R. Moghadam Mgmt For For
1b. Election of Director: Cristina G. Bita Mgmt For For
1c. Election of Director: James B. Connor Mgmt For For
1d. Election of Director: George L. Fotiades Mgmt For For
1e. Election of Director: Lydia H. Kennard Mgmt For For
1f. Election of Director: Irving F. Lyons III Mgmt For For
1g. Election of Director: Avid Modjtabai Mgmt For For
1h. Election of Director: David P. O'Connor Mgmt For For
1i. Election of Director: Olivier Piani Mgmt For For
1j. Election of Director: Jeffrey L. Skelton Mgmt For For
1k. Election of Director: Carl B. Webb Mgmt For For
2. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation for 2022.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on the Company's Executive
Compensation.
4. Ratification of the Appointment of KPMG LLP Mgmt For For
as the Company's Independent Registered
Public Accounting Firm for the Year 2023.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON TECHNOLOGIES Agenda Number: 935780468
--------------------------------------------------------------------------------------------------------------------------
Security: 75513E101
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: RTX
ISIN: US75513E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Tracy A. Atkinson Mgmt For For
1b. Election of Director: Leanne G. Caret Mgmt For For
1c. Election of Director: Bernard A. Harris, Mgmt For For
Jr.
1d. Election of Director: Gregory J. Hayes Mgmt For For
1e. Election of Director: George R. Oliver Mgmt For For
1f. Election of Director: Robert K. (Kelly) Mgmt For For
Ortberg
1g. Election of Director: Dinesh C. Paliwal Mgmt For For
1h. Election of Director: Ellen M. Pawlikowski Mgmt For For
1i. Election of Director: Denise L. Ramos Mgmt For For
1j. Election of Director: Fredric G. Reynolds Mgmt For For
1k. Election of Director: Brian C. Rogers Mgmt For For
1l. Election of Director: James A. Winnefeld, Mgmt For For
Jr.
1m. Election of Director: Robert O. Work Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation
3. Advisory Vote on the Frequency of Mgmt 1 Year For
Shareowner Votes on Named Executive Officer
Compensation
4. Appoint PricewaterhouseCoopers LLP to Serve Mgmt For For
as Independent Auditor for 2023
5. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Repeal
Article Ninth
6. Approve an Amendment to the Restated Mgmt For For
Certificate of Incorporation to Eliminate
Personal Liability of Officers for Monetary
Damages for Breach of Fiduciary Duty as an
Officer
7. Shareowner Proposal Requesting the Board Shr Against For
Adopt an Independent Board Chair Policy
8. Shareowner Proposal Requesting a Report on Shr Against For
Greenhouse Gas Reduction Plan
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935821062
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NOW
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Bostrom Mgmt For For
1b. Election of Director: Teresa Briggs Mgmt For For
1c. Election of Director: Jonathan C. Chadwick Mgmt For For
1d. Election of Director: Paul E. Chamberlain Mgmt For For
1e. Election of Director: Lawrence J. Jackson, Mgmt For For
Jr.
1f. Election of Director: Frederic B. Luddy Mgmt For For
1g. Election of Director: William R. McDermott Mgmt For For
1h. Election of Director: Jeffrey A. Miller Mgmt For For
1i. Election of Director: Joseph "Larry" Mgmt For For
Quinlan
1j. Election of Director: Anita M. Sands Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our Named Executive
Officers ("Say-on-Pay").
3. To ratify PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting
firm for 2023.
4. To approve the Amended and Restated 2021 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
5. To elect Deborah Black as a director. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr For
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 935842206
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andre Almeida Mgmt For For
Marcelo Claure Mgmt For For
Srikant M. Datar Mgmt For For
Srinivasan Gopalan Mgmt For For
Timotheus Hottges Mgmt For For
Christian P. Illek Mgmt For For
Raphael Kubler Mgmt For For
Thorsten Langheim Mgmt For For
Dominique Leroy Mgmt For For
Letitia A. Long Mgmt For For
G. Michael Sievert Mgmt For For
Teresa A. Taylor Mgmt For For
Kelvin R. Westbrook Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
Provided to the Company's Named Executive
Officers for 2022.
4. Advisory Vote on the Frequency of Future Mgmt 3 Years For
Advisory Votes to Approve the Compensation
Provided to the Company's Named Executive
Officers.
5. Approval of T-Mobile US, Inc. 2023 Mgmt For For
Incentive Award Plan.
6. Approval of T-Mobile US, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt For For
1.2 Election of Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr Against For
access.
7. Stockholder proposal regarding annual Shr Against For
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr Against For
employee arbitration.
10. Stockholder proposal regarding reporting on Shr Against For
lobbying.
11. Stockholder proposal regarding adoption of Shr Against For
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr Against For
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 935776685
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Herb Allen Mgmt For For
1b. Election of Director: Marc Bolland Mgmt For For
1c. Election of Director: Ana Botin Mgmt For For
1d. Election of Director: Christopher C. Davis Mgmt For For
1e. Election of Director: Barry Diller Mgmt For For
1f. Election of Director: Carolyn Everson Mgmt For For
1g. Election of Director: Helene D. Gayle Mgmt For For
1h. Election of Director: Alexis M. Herman Mgmt For For
1i. Election of Director: Maria Elena Mgmt For For
Lagomasino
1j. Election of Director: Amity Millhiser Mgmt For For
1k. Election of Director: James Quincey Mgmt For For
1l. Election of Director: Caroline J. Tsay Mgmt For For
1m. Election of Director: David B. Weinberg Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve executive
compensation
4. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent Auditors of the Company to
serve for the 2023 fiscal year
5. Shareowner proposal requesting an audit of Shr Against For
the Company's impact on nonwhite
stakeholders
6. Shareowner proposal requesting a global Shr Against For
transparency report
7. Shareowner proposal regarding political Shr Against For
expenditures values alignment
8. Shareowner proposal requesting an Shr Against For
independent Board chair policy
9. Shareowner proposal requesting a report on Shr Against For
risks from state policies restricting
reproductive rights
--------------------------------------------------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC. Agenda Number: 935714659
--------------------------------------------------------------------------------------------------------------------------
Security: 518439104
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: EL
ISIN: US5184391044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Ronald S. Mgmt For For
Lauder
1b. Election of Class II Director: William P. Mgmt For For
Lauder
1c. Election of Class II Director: Richard D. Mgmt For For
Parsons
1d. Election of Class II Director: Lynn Mgmt For For
Forester de Rothschild
1e. Election of Class II Director: Jennifer Mgmt For For
Tejada
1f. Election of Class II Director: Richard F. Mgmt For For
Zannino
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the 2023 fiscal year.
3. Advisory vote to approve executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr Against For
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr Against For
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr Against For
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 935847509
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose B. Alvarez Mgmt For For
1b. Election of Director: Alan M. Bennett Mgmt For For
1c. Election of Director: Rosemary T. Berkery Mgmt For For
1d. Election of Director: David T. Ching Mgmt For For
1e. Election of Director: C. Kim Goodwin Mgmt For For
1f. Election of Director: Ernie Herrman Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: Carol Meyrowitz Mgmt For For
1i. Election of Director: Jackwyn L. Nemerov Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers as TJX's independent
registered public accounting firm for
fiscal 2024.
3. Advisory approval of TJX's executive Mgmt For For
compensation (the say-on-pay vote).
4. Advisory approval of the frequency of TJX's Mgmt 1 Year For
say-on-pay votes.
5. Shareholder proposal for a report on Shr Against For
effectiveness of social compliance efforts
in TJX's supply chain.
6. Shareholder proposal for a report on risk Shr Against For
to TJX from supplier misclassification of
supplier's employees.
7. Shareholder proposal to adopt a paid sick Shr Against For
leave policy for all Associates.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 935766595
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Safra A. Catz Mgmt For For
1c. Election of Director: Amy L. Chang Mgmt For For
1d. Election of Director: Francis A. deSouza Mgmt For For
1e. Election of Director: Carolyn N. Everson Mgmt For For
1f. Election of Director: Michael B.G. Froman Mgmt For For
1g. Election of Director: Robert A. Iger Mgmt For For
1h. Election of Director: Maria Elena Mgmt For For
Lagomasino
1i. Election of Director: Calvin R. McDonald Mgmt For For
1j. Election of Director: Mark G. Parker Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal 2023.
3. Consideration of an advisory vote to Mgmt For For
approve executive compensation.
4. Consideration of an advisory vote on the Mgmt 1 Year For
frequency of advisory votes on executive
compensation.
5. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a report on
operations related to China.
6. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting charitable
contributions disclosure.
7. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a political
expenditures report.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
UBER TECHNOLOGIES, INC. Agenda Number: 935791726
--------------------------------------------------------------------------------------------------------------------------
Security: 90353T100
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: UBER
ISIN: US90353T1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald Sugar Mgmt For For
1b. Election of Director: Revathi Advaithi Mgmt For For
1c. Election of Director: Ursula Burns Mgmt For For
1d. Election of Director: Robert Eckert Mgmt For For
1e. Election of Director: Amanda Ginsberg Mgmt For For
1f. Election of Director: Dara Khosrowshahi Mgmt For For
1g. Election of Director: Wan Ling Martello Mgmt Against Against
1h. Election of Director: John Thain Mgmt For For
1i. Election of Director: David Trujillo Mgmt For For
1j. Election of Director: Alexander Wynaendts Mgmt For For
2. Advisory vote to approve 2022 named Mgmt For For
executive officer compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
4. Stockholder proposal to prepare an Shr Against For
independent third-party audit on Driver
health and safety.
--------------------------------------------------------------------------------------------------------------------------
UNITED AIRLINES HOLDINGS, INC. Agenda Number: 935819461
--------------------------------------------------------------------------------------------------------------------------
Security: 910047109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: UAL
ISIN: US9100471096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carolyn Corvi Mgmt For For
1b. Election of Director: Matthew Friend Mgmt For For
1c. Election of Director: Barney Harford Mgmt For For
1d. Election of Director: Michele J. Hooper Mgmt For For
1e. Election of Director: Walter Isaacson Mgmt For For
1f. Election of Director: James A. C. Kennedy Mgmt For For
1g. Election of Director: J. Scott Kirby Mgmt For For
1h. Election of Director: Edward M. Philip Mgmt For For
1i. Election of Director: Edward L. Shapiro Mgmt For For
1j. Election of Director: Laysha Ward Mgmt For For
1k. Election of Director: James M. Whitehurst Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP to Serve as the Company's
Independent Registered Public Accounting
Firm for the Fiscal Year Ending December
31, 2023.
3. A Vote to Approve, on a Nonbinding Advisory Mgmt For For
Basis, the Compensation of the Company's
Named Executive Officers.
4. A Vote to Approve, on a Nonbinding Advisory Mgmt 1 Year For
Basis, the Frequency (i.e., every one, two
or three years) of Holding Future Advisory
Votes to Approve the Compensation of the
Company's Named Executive Officers.
5. A Vote to Approve the First Amendment to Mgmt For For
the United Airlines Holdings, Inc. 2021
Incentive Compensation Plan.
6. A Vote to Approve the Amended and Restated Mgmt For For
United Airlines Holdings, Inc. Director
Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr For Against
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
WALMART INC. Agenda Number: 935833144
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cesar Conde Mgmt For For
1b. Election of Director: Timothy P. Flynn Mgmt For For
1c. Election of Director: Sarah J. Friar Mgmt For For
1d. Election of Director: Carla A. Harris Mgmt For For
1e. Election of Director: Thomas W. Horton Mgmt For For
1f. Election of Director: Marissa A. Mayer Mgmt For For
1g. Election of Director: C. Douglas McMillon Mgmt For For
1h. Election of Director: Gregory B. Penner Mgmt For For
1i. Election of Director: Randall L. Stephenson Mgmt For For
1j. Election of Director: S. Robson Walton Mgmt For For
1k. Election of Director: Steuart L. Walton Mgmt For For
2. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Say-On-Pay Votes.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Ratification of Ernst & Young LLP as Mgmt For For
Independent Accountants.
5. Policy Regarding Worker Pay in Executive Shr Against For
Compensation.
6. Report on Human Rights Due Diligence. Shr Against For
7. Racial Equity Audit. Shr Against For
8. Racial and Gender Layoff Diversity Report. Shr Against For
9. Request to Require Shareholder Approval of Shr Against For
Certain Future Bylaw Amendments.
10. Report on Reproductive Rights and Data Shr Against For
Privacy.
11. Communist China Risk Audit. Shr Against For
12. Workplace Safety & Violence Review. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr Against For
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr Against For
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr Against For
Report.
8. Shareholder Proposal - Climate Transition Shr Against For
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr Against For
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr Against For
Association and Collective Bargaining.
--------------------------------------------------------------------------------------------------------------------------
ZOETIS INC. Agenda Number: 935801224
--------------------------------------------------------------------------------------------------------------------------
Security: 98978V103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ZTS
ISIN: US98978V1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Vanessa Broadhurst Mgmt For For
1c. Election of Director: Frank A. D'Amelio Mgmt For For
1d. Election of Director: Michael B. Mgmt For For
McCallister
1e. Election of Director: Gregory Norden Mgmt For For
1f. Election of Director: Louise M. Parent Mgmt For For
1g. Election of Director: Kristin C. Peck Mgmt For For
1h. Election of Director: Robert W. Scully Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Ratification of appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for 2023.
4. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to create a
right to call a special meeting.
5. Shareholder proposal regarding ability to Shr Against For
call a special meeting.
Calamos Short-Term Bond Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
Calamos Timpani SMID Growth Fund
--------------------------------------------------------------------------------------------------------------------------
AAON, INC. Agenda Number: 935794099
--------------------------------------------------------------------------------------------------------------------------
Security: 000360206
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: AAON
ISIN: US0003602069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term ending in Mgmt For For
2026: Caron A. Lawhorn
1b. Election of Director for a term ending in Mgmt For For
2026: Stephen O. LeClair
1c. Election of Director for a term ending in Mgmt For For
2026: David R. Stewart
2. Proposal to approve, on an advisory basis, Mgmt For For
a resolution on the compensation of AAON's
named executive officers as set forth in
the Proxy Statement.
3. Proposal to ratify Grant Thornton LLP as Mgmt For For
the independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED DRAINAGE SYSTEMS, INC. Agenda Number: 935673170
--------------------------------------------------------------------------------------------------------------------------
Security: 00790R104
Meeting Type: Annual
Meeting Date: 21-Jul-2022
Ticker: WMS
ISIN: US00790R1041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anesa T. Chaibi Mgmt For For
1b. Election of Director: Robert M. Eversole Mgmt For For
1c. Election of Director: Alexander R. Fischer Mgmt For For
1d. Election of Director: Kelly S. Gast Mgmt For For
1e. Election of Director: M.A. (Mark) Haney Mgmt For For
1f. Election of Director: Ross M. Jones Mgmt For For
1g. Election of Director: Manuel Perez de la Mgmt For For
Mesa
1h. Election of Director: Anil Seetharam Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
fiscal year 2023.
3. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
4. Recommendation, in a non-binding advisory Mgmt 1 Year For
vote, for the frequency of future advisory
votes on executive compensation.
5. Approval of the Employee Stock Purchase Mgmt For For
Plan.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED ENERGY INDUSTRIES, INC. Agenda Number: 935781395
--------------------------------------------------------------------------------------------------------------------------
Security: 007973100
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: AEIS
ISIN: US0079731008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Grant H. Beard Mgmt For For
(Chairman)
1b. Election of Director: Frederick A. Ball Mgmt For For
1c. Election of Director: Anne T. DelSanto Mgmt For For
1d. Election of Director: Tina M. Donikowski Mgmt For For
1e. Election of Director: Ronald C. Foster Mgmt For For
1f. Election of Director: Stephen D. Kelley Mgmt For For
1g. Election of Director: Lanesha T. Minnix Mgmt For For
1h. Election of Director: David W. Reed Mgmt For For
1i. Election of Director: John A. Roush Mgmt For For
1j. Election of Director: Brian M. Shirley Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Advanced Energy's independent
registered public accounting firm for 2023.
3. Advisory approval on the compensation of Mgmt For For
our named executive officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Approval of Advanced Energy's 2023 Omnibus Mgmt For For
Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
ALPHATEC HOLDINGS, INC. Agenda Number: 935847977
--------------------------------------------------------------------------------------------------------------------------
Security: 02081G201
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: ATEC
ISIN: US02081G2012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Elizabeth Altman Mgmt For For
1b. Election of Director: Evan Bakst Mgmt For For
1c. Election of Director: Mortimer Berkowitz Mgmt For For
III
1d. Election of Director: Quentin Blackford Mgmt For For
1e. Election of Director: Karen K. McGinnis Mgmt For For
1f. Election of Director: Marie Meynadier Mgmt For For
1g. Election of Director: Patrick S. Miles Mgmt For For
1h. Election of Director: David H. Mowry Mgmt For For
1i. Election of Director: David R. Pelizzon Mgmt For For
1j. Election of Director: Jeffrey P. Rydin Mgmt For For
1k. Election of Director: James L.L. Tullis Mgmt For For
1l. Election of Director: Ward W. Woods Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for our fiscal year
ending December 31, 2023
3. Approval of an amendment to our 2007 Mgmt For For
Employee Stock Purchase Plan
4. Approval of an amendment to our 2016 Equity Mgmt For For
Incentive Plan
5. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers
6. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future stockholder votes to
approve the compensation of our named
executive officers
--------------------------------------------------------------------------------------------------------------------------
APELLIS PHARMACEUTICALS INC. Agenda Number: 935829892
--------------------------------------------------------------------------------------------------------------------------
Security: 03753U106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: APLS
ISIN: US03753U1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting:
Gerald Chan
1.2 Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting:
Cedric Francois
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To approve an advisory vote on executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
APPLIED INDUSTRIAL TECHNOLOGIES, INC. Agenda Number: 935709848
--------------------------------------------------------------------------------------------------------------------------
Security: 03820C105
Meeting Type: Annual
Meeting Date: 25-Oct-2022
Ticker: AIT
ISIN: US03820C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Mary Dean Hall Mgmt For For
1.2 Election of Director: Dan P. Komnenovich Mgmt For For
1.3 Election of Director: Joe A. Raver Mgmt For For
2. Say on Pay - To approve, through a Mgmt For For
nonbinding advisory vote, the compensation
of Applied's named executive officers.
3. To ratify the Audit Committee's appointment Mgmt For For
of independent auditors.
--------------------------------------------------------------------------------------------------------------------------
ARHAUS, INC. Agenda Number: 935804004
--------------------------------------------------------------------------------------------------------------------------
Security: 04035M102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ARHS
ISIN: US04035M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to serve a three-year Mgmt For For
term: Brad Brutocao
1.2 Election of Director to serve a three-year Mgmt For For
term: Alexis DePree
1.3 Election of Director to serve a three-year Mgmt For For
term: Rick Doody
1.4 Election of Director to serve a three-year Mgmt For For
term: Andrea Hyde
2. To approve the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent accountants for the Company's
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ASPEN TECHNOLOGY, INC. Agenda Number: 935726806
--------------------------------------------------------------------------------------------------------------------------
Security: 29109X106
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: AZPN
ISIN: US29109X1063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Patrick M.
Antkowiak
1b. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Robert E.
Beauchamp
1c. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Thomas F. Bogan
1d. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Karen M. Golz
1e. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Ram R. Krishnan
1f. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Antonio J. Pietri
1g. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Arlen R. Shenkman
1h. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Jill D. Smith
1i. Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Robert M. Whelan,
Jr.
2. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for fiscal 2023.
3. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
4. Approve, on an advisory basis, the Mgmt 1 Year For
preferred frequency of stockholder advisory
votes on the compensation of the company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
AXCELIS TECHNOLOGIES, INC. Agenda Number: 935809650
--------------------------------------------------------------------------------------------------------------------------
Security: 054540208
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: ACLS
ISIN: US0545402085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tzu-Yin Chiu, Ph.D. Mgmt For For
Joseph P. Keithley Mgmt For For
John T. Kurtzweil Mgmt For For
Russell J. Low, Ph.D. Mgmt For For
Mary G. Puma Mgmt For For
Jeanne Quirk Mgmt For For
Thomas St. Dennis Mgmt For For
Jorge Titinger Mgmt For For
Dipti Vachani Mgmt For For
2. Proposal to ratify independent public Mgmt For For
accounting firm.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Say When on Pay - An advisory vote on the Mgmt 1 Year For
approval of the frequency of shareholder
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AXON ENTERPRISE, INC. Agenda Number: 935831619
--------------------------------------------------------------------------------------------------------------------------
Security: 05464C101
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: AXON
ISIN: US05464C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Adriane Brown Mgmt For For
1B. Election of Director: Michael Garnreiter Mgmt For For
1C. Election of Director: Mark W. Kroll Mgmt For For
1D. Election of Director: Matthew R. McBrady Mgmt For For
1E. Election of Director: Hadi Partovi Mgmt For For
1F. Election of Director: Graham Smith Mgmt For For
1G. Election of Director: Patrick W. Smith Mgmt For For
1H. Election of Director: Jeri Williams Mgmt For For
2. Proposal No. 2 requests that shareholders Mgmt For For
vote to approve, on an advisory basis, the
compensation of the Company's named
executive officers.
3. Proposal No. 3 requests that shareholders Mgmt 1 Year For
vote to approve, on an advisory basis, the
frequency of the shareholder vote to
approve the compensation of the Company's
named executive officers.
4. Proposal No. 4 requests that shareholders Mgmt For For
vote to ratify the appointment of Grant
Thornton LLP as the Company's independent
registered public accounting firm for
fiscal year 2023.
5. Proposal No. 5 requests that shareholders Mgmt For For
vote to approve the 2023 CEO Performance
Award.
6. Proposal No. 6 is a shareholder proposal to Shr Against For
discontinue the development of a non-lethal
TASER drone system.
--------------------------------------------------------------------------------------------------------------------------
BILL.COM HOLDINGS, INC. Agenda Number: 935723660
--------------------------------------------------------------------------------------------------------------------------
Security: 090043100
Meeting Type: Annual
Meeting Date: 08-Dec-2022
Ticker: BILL
ISIN: US0900431000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Steven Cakebread Mgmt For For
David Hornik Mgmt For For
Brian Jacobs Mgmt For For
Allie Kline Mgmt For For
2. Ratification of the Appointment of Ernst Mgmt For For
and Young LLP as the Company's Independent
Registered Public Accounting Firm for the
Fiscal Year Ending June 30, 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
--------------------------------------------------------------------------------------------------------------------------
BOOT BARN HOLDINGS, INC. Agenda Number: 935687787
--------------------------------------------------------------------------------------------------------------------------
Security: 099406100
Meeting Type: Annual
Meeting Date: 29-Aug-2022
Ticker: BOOT
ISIN: US0994061002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Peter Starrett Mgmt For For
1.2 Election of Director: Chris Bruzzo Mgmt For For
1.3 Election of Director: Eddie Burt Mgmt For For
1.4 Election of Director: James G. Conroy Mgmt For For
1.5 Election of Director: Lisa G. Laube Mgmt For For
1.6 Election of Director: Anne MacDonald Mgmt For For
1.7 Election of Director: Brenda I. Morris Mgmt For For
1.8 Election of Director: Brad Weston Mgmt For For
2. To vote on a non-binding advisory Mgmt For For
resolution to approve the compensation paid
to named executive officers for fiscal 2022
("say-on-pay").
3. Ratification of Deloitte & Touche LLP as Mgmt For For
the independent auditor for the fiscal year
ending April 1, 2023.
--------------------------------------------------------------------------------------------------------------------------
BOX, INC. Agenda Number: 935658091
--------------------------------------------------------------------------------------------------------------------------
Security: 10316T104
Meeting Type: Annual
Meeting Date: 14-Jul-2022
Ticker: BOX
ISIN: US10316T1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Director withdrawn Mgmt For For
1b. Election of Director: Dan Levin Mgmt For For
1c. Election of Director: Bethany Mayer Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
3. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future stockholder advisory
votes on the compensation of our named
executive officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for our fiscal year
ending January 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CALIX, INC. Agenda Number: 935788933
--------------------------------------------------------------------------------------------------------------------------
Security: 13100M509
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: CALX
ISIN: US13100M5094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kathleen Crusco Mgmt For For
Carl Russo Mgmt For For
2. To approve the Calix, Inc. Third Amended Mgmt For For
and Restated 2019 Equity Incentive Award
Plan.
3. To approve the Calix, Inc. Third Amended Mgmt For For
and Restated 2017 Nonqualified Employee
Stock Purchase Plan.
4. To approve, on a non-binding, advisory Mgmt For For
basis, Calix's named executive officer
compensation.
5. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes to approve the compensation of
Calix's named executive officers.
6. To ratify the selection of KPMG LLP as Mgmt For For
Calix's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CBIZ, INC. Agenda Number: 935791029
--------------------------------------------------------------------------------------------------------------------------
Security: 124805102
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CBZ
ISIN: US1248051021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Richard T. Marabito Mgmt For For
1.2 Election of Director: Rodney A. Young Mgmt For For
1.3 Election of Director: Benaree Pratt Wiley Mgmt For For
2. To ratify KPMG, LLP as CBIZ's independent Mgmt For For
registered public accounting firm.
3. To conduct an advisory vote approving named Mgmt For For
executive officer compensation.
4. To conduct an advisory vote on the Mgmt 1 Year For
frequency of an advisory vote on
compensation.
5. To adopt an amendment to the 2019 CBIZ, Mgmt For For
Inc. Omnibus Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
CECO ENVIRONMENTAL CORP. Agenda Number: 935834071
--------------------------------------------------------------------------------------------------------------------------
Security: 125141101
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: CECO
ISIN: US1251411013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jason DeZwirek Mgmt For For
1b. Election of Director: Todd Gleason Mgmt For For
1c. Election of Director: Robert E. Knowling, Mgmt For For
Jr.
1d. Election of Director: Claudio A. Mannarino Mgmt For For
1e. Election of Director: Munish Nanda Mgmt For For
1f. Election of Director: Valerie Gentile Sachs Mgmt For For
1g. Election of Director: Richard F. Wallman Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To ratify the appointment of BDO USA, LLP Mgmt For For
as the Company's independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CELSIUS HOLDINGS, INC. Agenda Number: 935865456
--------------------------------------------------------------------------------------------------------------------------
Security: 15118V207
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: CELH
ISIN: US15118V2079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John Fieldly Mgmt For For
Nicholas Castaldo Mgmt For For
Caroline Levy Mgmt For For
Hal Kravitz Mgmt For For
Alexandre Ruberti Mgmt For For
Cheryl Miller Mgmt For For
Damon DeSantis Mgmt For For
Joyce Russell Mgmt For For
James Lee Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CHURCHILL DOWNS INCORPORATED Agenda Number: 935782311
--------------------------------------------------------------------------------------------------------------------------
Security: 171484108
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: CHDN
ISIN: US1714841087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class III Director: Robert L. Mgmt For For
Fealy
1.2 Election of Class III Director: Douglas C. Mgmt For For
Grissom
1.3 Election of Class III Director: Daniel P. Mgmt For For
Harrington
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for fiscal year 2023.
3. To conduct an advisory vote to approve Mgmt For For
executive compensation.
4. To conduct an advisory vote on the Mgmt 1 Year For
frequency of holding future advisory votes
on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
CLEAN HARBORS, INC. Agenda Number: 935819803
--------------------------------------------------------------------------------------------------------------------------
Security: 184496107
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: CLH
ISIN: US1844961078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Edward G. Galante Mgmt For For
Alison A. Quirk Mgmt For For
Shelley Stewart, Jr. Mgmt For For
John R. Welch Mgmt For For
2. To approve an advisory vote on the Mgmt For For
Company's executive compensation.
3. To recommend frequency of future advisory Mgmt 1 Year For
votes on approval of executive
compensation.
4. To ratify the selection by the Audit Mgmt For For
Committee of the Company's Board of
Directors of Deloitte & Touche LLP as the
Company's independent registered public
accounting firm for the current fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
CLEARFIELD, INC. Agenda Number: 935755895
--------------------------------------------------------------------------------------------------------------------------
Security: 18482P103
Meeting Type: Annual
Meeting Date: 23-Feb-2023
Ticker: CLFD
ISIN: US18482P1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cheryl Beranek Mgmt For For
1b. Election of Director: Ronald G. Roth Mgmt For For
1c. Election of Director: Patrick Goepel Mgmt For For
1d. Election of Director: Roger Harding Mgmt For For
1e. Election of Director: Charles N. Hayssen Mgmt For For
1f. Election of Director: Donald R. Hayward Mgmt For For
1g. Election of Director: Walter L. Jones, Jr. Mgmt For For
1h. Election of Director: Carol A. Wirsbinski Mgmt For For
2. Approve, on a non-binding advisory basis, Mgmt For For
the compensation paid to named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve our named
executive officer compensation.
4. Approve the Clearfield, Inc. 2022 Stock Mgmt For For
Compensation Plan.
5. Ratify the appointment of Baker Tilly US, Mgmt For For
LLP as the independent registered public
accounting firm for Clearfield, Inc. for
the fiscal year ending September 30, 2023.
--------------------------------------------------------------------------------------------------------------------------
COLLEGIUM PHARMACEUTICAL, INC. Agenda Number: 935836164
--------------------------------------------------------------------------------------------------------------------------
Security: 19459J104
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: COLL
ISIN: US19459J1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Rita
Balice-Gordon, Ph.D.
1.2 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Garen Bohlin
1.3 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Joseph Ciaffoni
1.4 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: John Fallon M.D.
1.5 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: John Freund, M.D.
1.6 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Michael Heffernan,
R.Ph.
1.7 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Neil F. McFarlane
1.8 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Gwen Melincoff
1.9 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Gino Santini
2. Approval of, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CROCS, INC. Agenda Number: 935860292
--------------------------------------------------------------------------------------------------------------------------
Security: 227046109
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: CROX
ISIN: US2270461096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Thomas J. Smach Mgmt For For
Beth J. Kaplan Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for fiscal year
2023.
3. An advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the compensation
of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CURTISS-WRIGHT CORPORATION Agenda Number: 935785329
--------------------------------------------------------------------------------------------------------------------------
Security: 231561101
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CW
ISIN: US2315611010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lynn M. Bamford Mgmt For For
Dean M. Flatt Mgmt For For
S. Marce Fuller Mgmt For For
Bruce D. Hoechner Mgmt For For
Glenda J. Minor Mgmt For For
Anthony J. Moraco Mgmt For For
William F. Moran Mgmt For For
Robert J. Rivet Mgmt For For
Peter C. Wallace Mgmt For For
Larry D. Wyche Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023
3. To approve an amendment to the Mgmt For For
Curtiss-Wright Corporation Incentive
Compensation Plan to expand the class of
employees eligible to receive awards under
the plan
4. An advisory (non-binding) vote to approve Mgmt For For
the compensation of the Company's named
executive officers
5. To approve on an advisory (non-binding) Mgmt 1 Year For
basis the frequency of future stockholder
advisory votes approving the compensation
of the Company's named executive officers
--------------------------------------------------------------------------------------------------------------------------
DECKERS OUTDOOR CORPORATION Agenda Number: 935691483
--------------------------------------------------------------------------------------------------------------------------
Security: 243537107
Meeting Type: Annual
Meeting Date: 12-Sep-2022
Ticker: DECK
ISIN: US2435371073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael F. Devine, III Mgmt For For
David A. Burwick Mgmt For For
Nelson C. Chan Mgmt For For
Cynthia L. Davis Mgmt For For
Juan R. Figuereo Mgmt For For
Maha S. Ibrahim Mgmt For For
Victor Luis Mgmt For For
Dave Powers Mgmt For For
Lauri M. Shanahan Mgmt For For
Bonita C. Stewart Mgmt For For
2. To ratify the selection of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending March 31,
2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of our Named
Executive Officers, as disclosed in the
"Compensation Discussion and Analysis"
section of the Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
DIODES INCORPORATED Agenda Number: 935821745
--------------------------------------------------------------------------------------------------------------------------
Security: 254543101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: DIOD
ISIN: US2545431015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elizabeth (Beth) Bull Mgmt For For
1.2 Election of Director: Angie Chen Button Mgmt For For
1.3 Election of Director: Warren Chen Mgmt For For
1.4 Election of Director: Michael R. Giordano Mgmt For For
1.5 Election of Director: Keh-Shew Lu Mgmt For For
1.6 Election of Director: Peter M. Menard Mgmt For For
1.7 Election of Director: Christina Wen-Chi Mgmt For For
Sung
2. Approval of Executive Compensation. To Mgmt For For
approve, on an advisory basis, the
Company's executive compensation.
3. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation. To consider an advisory vote
on the frequency of the stockholder
advisory vote on executive compensation on
a three-, two- or one- year basis.
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm. To
ratify appointment of Moss Adams LLP as the
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
DOCEBO INC. Agenda Number: 935864012
--------------------------------------------------------------------------------------------------------------------------
Security: 25609L105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: DCBO
ISIN: CA25609L1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Jason Chapnik Mgmt For For
Claudio Erba Mgmt For For
James Merkur Mgmt For For
Kristin Halpin Perry Mgmt For For
Steven E. Spooner Mgmt For For
William Anderson Mgmt For For
Trisha Price Mgmt For For
2 Appointment of KPMG LLP as Auditor of the Mgmt For For
Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
--------------------------------------------------------------------------------------------------------------------------
E.L.F. BEAUTY, INC. Agenda Number: 935688498
--------------------------------------------------------------------------------------------------------------------------
Security: 26856L103
Meeting Type: Annual
Meeting Date: 25-Aug-2022
Ticker: ELF
ISIN: US26856L1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tarang Amin Mgmt For For
Tiffany Daniele Mgmt For For
Lori Keith Mgmt For For
Beth Pritchard Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending March 31, 2023
--------------------------------------------------------------------------------------------------------------------------
ENGAGESMART, INC. Agenda Number: 935801983
--------------------------------------------------------------------------------------------------------------------------
Security: 29283F103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ESMT
ISIN: US29283F1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Matthew G. Hamilton Mgmt For For
David Mangum Mgmt For For
Raph Osnoss Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as EngageSmart, Inc.'s
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EVERI HOLDINGS INC. Agenda Number: 935854782
--------------------------------------------------------------------------------------------------------------------------
Security: 30034T103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: EVRI
ISIN: US30034T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Linster W. Fox Mgmt For For
Maureen T. Mullarkey Mgmt For For
Secil Tabli Watson Mgmt For For
2. Advisory approval, on a non-binding basis, Mgmt For For
of the compensation of our named executive
officers.
3. Advisory vote, on a non-binding basis, on Mgmt 1 Year For
the frequency of future advisory votes on
the compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EVOLENT HEALTH, INC. Agenda Number: 935843513
--------------------------------------------------------------------------------------------------------------------------
Security: 30050B101
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: EVH
ISIN: US30050B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Barbarosh Mgmt For For
1b. Election of Director: Seth Blackley Mgmt For For
1c. Election of Director: M. Bridget Duffy, MD Mgmt For For
1d. Election of Director: Peter Grua Mgmt For For
1e. Election of Director: Diane Holder Mgmt For For
1f. Election of Director: Richard Jelinek Mgmt For For
1g. Election of Director: Kim Keck Mgmt For For
1h. Election of Director: Cheryl Scott Mgmt For For
1i. Election of Director: Tunde Sotunde, MD Mgmt For For
2. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. Proposal to approve the compensation of our Mgmt For For
named executive officers for 2022 on an
advisory basis.
4. Proposal to approve an amendment to the Mgmt For For
Amended and Restated Evolent Health, Inc.
2015 Omnibus Incentive Compensation Plan.
--------------------------------------------------------------------------------------------------------------------------
EXLSERVICE HOLDINGS, INC. Agenda Number: 935849705
--------------------------------------------------------------------------------------------------------------------------
Security: 302081104
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: EXLS
ISIN: US3020811044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vikram Pandit Mgmt For For
1b. Election of Director: Rohit Kapoor Mgmt For For
1c. Election of Director: Andreas Fibig Mgmt For For
1d. Election of Director: Som Mittal Mgmt For For
1e. Election of Director: Kristy Pipes Mgmt For For
1f. Election of Director: Nitin Sahney Mgmt For For
1g. Election of Director: Jaynie Studenmund Mgmt For For
2. The ratification of the selection of Mgmt For For
Deloitte & Touche LLP as the independent
registered public accounting firm of the
Company for fiscal year 2023.
3. The approval, on a non-binding advisory Mgmt For For
basis, of the compensation of the named
executive officers of the Company.
4. The approval, on a non-binding advisory Mgmt 1 Year For
basis, of the frequency of our future
non-binding advisory votes approving the
compensation of the named executive
officers of the Company.
5. The approval of an Amendment to our Amended Mgmt For For
and Restated Certificate of Incorporation
to effect a 5-for-1 "forward" stock split
with a corresponding increase in the
authorized number of shares of our common
stock.
6. The approval of an Amendment to our Amended Mgmt For For
and Restated Certificate of Incorporation
to allow for the removal of directors with
or without cause by the affirmative vote of
holders of a majority of the total
outstanding shares of our common stock.
--------------------------------------------------------------------------------------------------------------------------
FACTSET RESEARCH SYSTEMS INC. Agenda Number: 935726161
--------------------------------------------------------------------------------------------------------------------------
Security: 303075105
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: FDS
ISIN: US3030751057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term expiring in 2025: James J. McGonigle
1b. Election of Director to serve a three-year Mgmt For For
term expiring in 2025: F. Philip Snow
1c. Election of Director to serve a three-year Mgmt For For
term expiring in 2025: Maria Teresa Tejada
2. To ratify the appointment of the accounting Mgmt For For
firm of Ernst & Young LLP as our
independent registered public accounting
firm for the fiscal year ending August 31,
2023.
3. To vote on a non-binding advisory Mgmt For For
resolution to approve the compensation of
our named executive officers.
4. To approve an amendment to the Certificate Mgmt For For
of Incorporation to declassify the Board of
Directors, including procedures relating to
Board composition.
5. To approve an amendment to the Certificate Mgmt For For
of Incorporation to remove certain business
combination restrictions.
6. To approve an amendment to the Certificate Mgmt For For
of Incorporation to add a Delaware forum
selection provision.
7. To approve an amendment to the Certificate Mgmt For For
of Incorporation to add a federal forum
selection provision.
8. To approve an amendment to the Certificate Mgmt For For
of Incorporation to remove a creditor
compromise provision.
9. To approve amendment and restatement of the Mgmt For For
Certificate of Incorporation to clarify,
streamline and modernize the Certificate of
Incorporation.
--------------------------------------------------------------------------------------------------------------------------
FIRST WATCH RESTAURANT GROUP, INC. Agenda Number: 935812683
--------------------------------------------------------------------------------------------------------------------------
Security: 33748L101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: FWRG
ISIN: US33748L1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Julie M.B. Bradley Mgmt For For
David Paresky Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP ("PwC") as the
independent registered public accounting
firm of the Company for the 2023 fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
FIVE BELOW, INC. Agenda Number: 935852182
--------------------------------------------------------------------------------------------------------------------------
Security: 33829M101
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: FIVE
ISIN: US33829M1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joel D. Anderson Mgmt For For
1b. Election of Director: Kathleen S. Barclay Mgmt For For
1c. Election of Director: Thomas M. Ryan Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the current fiscal year
ending February 3, 2024.
3. To approve, by non-binding advisory vote, Mgmt For For
the Company's Named Executive Officer
compensation.
4. To approve an amendment to the Company's Mgmt For For
Amended and Restated Bylaws to limit the
liability of officers.
5. To approve an amendment to the Company's Mgmt For For
Amended and Restated Bylaws to amend the
limitation of liability of directors
provision.
--------------------------------------------------------------------------------------------------------------------------
FLOOR & DECOR HOLDINGS, INC. Agenda Number: 935791891
--------------------------------------------------------------------------------------------------------------------------
Security: 339750101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: FND
ISIN: US3397501012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dwight James Mgmt For For
1b. Election of Director: Melissa Kersey Mgmt For For
1c. Election of Director: Peter Starrett Mgmt For For
1d. Election of Director: Thomas V. Taylor Jr. Mgmt For For
1e. Election of Director: George Vincent West Mgmt For For
1f. Election of Director: Charles Young Mgmt For For
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent auditors for Floor & Decor
Holdings, Inc.'s (the "Company") 2023
fiscal year.
3. To approve, by non-binding vote, the Mgmt For For
compensation paid to the Company's named
executive officers.
4. To approve an amendment to the Company's Mgmt For For
2017 Stock Incentive Plan to increase the
number of shares reserved for issuance by
4,000,000 shares, such that the total
number of shares reserved for issuance is
9,000,000 shares.
--------------------------------------------------------------------------------------------------------------------------
FOX FACTORY HOLDING CORP. Agenda Number: 935786636
--------------------------------------------------------------------------------------------------------------------------
Security: 35138V102
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: FOXF
ISIN: US35138V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director (term expires in Mgmt For For
2026): Elizabeth A. Fetter
1.2 Election of Director (term expires in Mgmt For For
2026): Dudley W. Mendenhall
2. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent public accountants
for fiscal year 2023.
3. To approve, on an advisory basis, the Mgmt For For
resolution approving the compensation of
Fox Factory Holding Corp.'s named executive
officers.
4. To approve, an amendment to our current Mgmt For For
Amended and Restated Certificate of
Incorporation to allow for the exculpation
of officers.
5. To approve, an amendment and restatement of Mgmt For For
our current Amended and Restated
Certificate of Incorporation to update,
clarify and remove outdated provisions.
--------------------------------------------------------------------------------------------------------------------------
HARMONIC INC. Agenda Number: 935851281
--------------------------------------------------------------------------------------------------------------------------
Security: 413160102
Meeting Type: Annual
Meeting Date: 23-Jun-2023
Ticker: HLIT
ISIN: US4131601027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Patrick J. Harshman Mgmt For For
1b. Election of Director: Patrick Gallagher Mgmt For For
1c. Election of Director: Deborah L. Clifford Mgmt For For
1d. Election of Director: Sophia Kim Mgmt For For
1e. Election of Director: David Krall Mgmt For For
1f. Election of Director: Mitzi Reaugh Mgmt For For
1g. Election of Director: Susan G. Swenson Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the named executive
officers.
3. To approve an amendment to the 2002 Mgmt For For
Employee Stock Purchase Plan to increase
the number of shares of common stock
reserved for issuance thereunder by 650,000
shares.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the independent registered public
accounting firm of the Company for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HUBSPOT, INC. Agenda Number: 935837469
--------------------------------------------------------------------------------------------------------------------------
Security: 443573100
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: HUBS
ISIN: US4435731009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Nick Caldwell
1b. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Claire Hughes Johnson
1c. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Jay Simons
1d. Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting of
stockholders: Yamini Rangan
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Non-binding advisory vote to approve the Mgmt For For
compensation of the Company's named
executive officers.
4. Non-binding advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
IMPINJ, INC. Agenda Number: 935847799
--------------------------------------------------------------------------------------------------------------------------
Security: 453204109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: PI
ISIN: US4532041096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Daniel Gibson Mgmt For For
1.2 Election of Director: Umesh Padval Mgmt For For
1.3 Election of Director: Steve Sanghi Mgmt For For
1.4 Election of Director: Cathal Phelan Mgmt For For
1.5 Election of Director: Meera Rao Mgmt For For
1.6 Election of Director: Chris Diorio Mgmt For For
1.7 Election of Director: Miron Washington Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
4. To approve a stockholder proposal regarding Shr Against For
certain limitations on future amendments to
our bylaws.
--------------------------------------------------------------------------------------------------------------------------
INDIE SEMICONDUCTOR, INC. Agenda Number: 935862121
--------------------------------------------------------------------------------------------------------------------------
Security: 45569U101
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: INDI
ISIN: US45569U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting: Diane
Biagianti
1.2 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting: Diane
Brink
1.3 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting:
Karl-Thomas Neumann
2. To approve an amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
increase the number of authorized shares of
Class A common stock, par value $0.0001 per
share from 250,000,000 to 400,000,000.
3. To approve an amendment to the 2021 Omnibus Mgmt For For
Equity Incentive Plan to increase the
number of shares of Class A common stock
reserved for issuance thereunder by
7,000,000 shares.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
INMODE LTD. Agenda Number: 935772144
--------------------------------------------------------------------------------------------------------------------------
Security: M5425M103
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: INMD
ISIN: IL0011595993
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Dr. Hadar Ron to serve as a Mgmt For For
Class I director of the Company, and to
hold office until the annual general
meeting of shareholders to be held in 2026
and until her successor is duly elected and
qualified, or until her earlier resignation
or retirement.
2. That the Company's authorized share capital Mgmt For For
be increased from NIS 1,000,000 divided
into 100,000,000 Ordinary Shares of a
nominal value of NIS 0.01 each, to NIS
2,000,000 divided into 200,000,000 Ordinary
Shares of a nominal value of NIS 0.01 each,
and that Article 5 of the Company's
Articles of Association be amended
accordingly.
3. To approve the amendment to the terms of Mgmt For For
engagement of Mr. Moshe Mizrahy, the Chief
Executive Officer of the Company and
Chairman of the Board, as described in the
Proxy Statement, dated February 14, 2023.
4. To approve the amendment to the terms of Mgmt For For
engagement of Dr. Michael Kreindel, the
Chief Technology Officer of the Company and
member of the Board, as described in the
Proxy Statement, dated February 14, 2023.
5. To approve and ratify the grant to each of Mgmt For For
the following Directors of the Company: Dr.
Michael Anghel, Mr. Bruce Mann and Dr.
Hadar Ron, 2,000 restricted share units
under the Company's 2018 Incentive Plan
totaling 6,000 restricted share units, half
of which shall vest on February 13, 2024,
and the remaining half shall vest on
February 13, 2025, subject to their
continued services on the date of vesting.
6. To approve the re-appointment of Kesselman Mgmt For For
& Kesselman Certified Public Accounts, a
member of PWC, as the Company's independent
auditors for the fiscal year ending
December 31, 2023, and its service until
the annual general meeting of shareholders
to be held in 2024.
--------------------------------------------------------------------------------------------------------------------------
INSPIRE MEDICAL SYSTEMS, INC. Agenda Number: 935779023
--------------------------------------------------------------------------------------------------------------------------
Security: 457730109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: INSP
ISIN: US4577301090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Cynthia B. Burks Mgmt For For
Gary L. Ellis Mgmt For For
G.G. Melenikiotou Mgmt For For
Dana G. Mead Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm for 2023.
3. Approval, on an advisory (non-binding) Mgmt For For
basis, of the compensation of the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
KARUNA THERAPEUTICS, INC. Agenda Number: 935860406
--------------------------------------------------------------------------------------------------------------------------
Security: 48576A100
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: KRTX
ISIN: US48576A1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bill Meury Mgmt For For
1b. Election of Director: Laurie Olson Mgmt For For
1c. Election of Director: David Wheadon, M.D. Mgmt For For
2. To approve, on an advisory, non-binding Mgmt For For
basis, the compensation paid to our named
executive officers.
3. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
KINSALE CAPITAL GROUP, INC. Agenda Number: 935821113
--------------------------------------------------------------------------------------------------------------------------
Security: 49714P108
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: KNSL
ISIN: US49714P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael P. Kehoe Mgmt For For
1b. Election of Director: Steven J. Bensinger Mgmt For For
1c. Election of Director: Teresa P. Chia Mgmt For For
1d. Election of Director: Robert V. Hatcher, Mgmt For For
III
1e. Election of Director: Anne C. Kronenberg Mgmt For For
1f. Election of Director: Robert Lippincott, Mgmt For For
III
1g. Election of Director: James J. Ritchie Mgmt For For
1h. Election of Director: Frederick L. Russell, Mgmt For For
Jr.
1i. Election of Director: Gregory M. Share Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Ratification of the appointment of KPMG LLP Mgmt For For
as Independent Registered Public Accounting
Firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
KRYSTAL BIOTECH, INC. Agenda Number: 935797538
--------------------------------------------------------------------------------------------------------------------------
Security: 501147102
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: KRYS
ISIN: US5011471027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Krish S. Krishnan Mgmt For For
Kirti Ganorkar Mgmt For For
Christopher Mason Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for our fiscal year ending
December 31, 2023.
3. Approval of the compensation of the Mgmt For For
Company's named executive officers, on a
non-binding, advisory basis.
--------------------------------------------------------------------------------------------------------------------------
LATTICE SEMICONDUCTOR CORPORATION Agenda Number: 935785709
--------------------------------------------------------------------------------------------------------------------------
Security: 518415104
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: LSCC
ISIN: US5184151042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: James R. Anderson Mgmt For For
1.2 Election of Director: Robin A. Abrams Mgmt For For
1.3 Election of Director: Douglas Bettinger Mgmt For For
1.4 Election of Director: Mark E. Jensen Mgmt For For
1.5 Election of Director: James P. Lederer Mgmt For For
1.6 Election of Director: D. Jeffrey Richardson Mgmt For For
1.7 Election of Director: Elizabeth Schwarting Mgmt For For
1.8 Election of Director: Raejeanne Skillern Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 30, 2023.
3. To approve on a non-binding, advisory Mgmt For For
basis, our Named Executive Officers'
compensation.
4. To approve on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on executive compensation.
5. To approve our 2023 Equity Incentive Plan Mgmt For For
and the number of shares reserved for
issuance under the 2023 Equity Incentive
Plan.
--------------------------------------------------------------------------------------------------------------------------
LIBERTY ENERGY INC. Agenda Number: 935774883
--------------------------------------------------------------------------------------------------------------------------
Security: 53115L104
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: LBRT
ISIN: US53115L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Simon Ayat Mgmt For For
Gale A. Norton Mgmt For For
Cary D. Steinbeck Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
LIGAND PHARMACEUTICALS INCORPORATED Agenda Number: 935836734
--------------------------------------------------------------------------------------------------------------------------
Security: 53220K504
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: LGND
ISIN: US53220K5048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jason M. Aryeh Mgmt For For
Todd C. Davis Mgmt For For
Nancy R. Gray, Ph.D. Mgmt For For
Jason Haas Mgmt For For
John W. Kozarich, Ph.D. Mgmt For For
John L. LaMattina, Ph.D Mgmt For For
Stephen L. Sabba, M.D. Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
Ligand's independent registered accounting
firm
3. Approval, on an advisory basis, of the Mgmt For For
compensation of the named executive
officers
4. Approval, on an advisory basis, of whether Mgmt 1 Year For
the stockholder vote to approve the
compensation of the named executive
officers should occur every one, two or
three years
--------------------------------------------------------------------------------------------------------------------------
MAGNITE, INC. Agenda Number: 935849539
--------------------------------------------------------------------------------------------------------------------------
Security: 55955D100
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: MGNI
ISIN: US55955D1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul Caine Mgmt For For
1b. Election of Director: Doug Knopper Mgmt For For
1c. Election of Director: David Pearson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the company's independent
registered public accounting firm for the
current fiscal year.
3. To approve, on an advisory basis, of the Mgmt For For
compensation of the company's named
executive officers.
4. To approve the Magnite, Inc. Amended and Mgmt For For
Restated 2014 Equity Incentive Plan.
5. To approve the Magnite, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
MARKETAXESS HOLDINGS INC. Agenda Number: 935842333
--------------------------------------------------------------------------------------------------------------------------
Security: 57060D108
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: MKTX
ISIN: US57060D1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard M. McVey Mgmt For For
1b. Election of Director: Christopher R. Mgmt For For
Concannon
1c. Election of Director: Nancy Altobello Mgmt For For
1d. Election of Director: Steven L. Begleiter Mgmt For For
1e. Election of Director: Stephen P. Casper Mgmt For For
1f. Election of Director: Jane Chwick Mgmt For For
1g. Election of Director: William F. Cruger Mgmt For For
1h. Election of Director: Kourtney Gibson Mgmt For For
1i. Election of Director: Richard G. Ketchum Mgmt For For
1j. Election of Director: Emily H. Portney Mgmt For For
1k. Election of Director: Richard L. Prager Mgmt For For
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the year ending December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the 2023
Proxy Statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
MATADOR RESOURCES COMPANY Agenda Number: 935841470
--------------------------------------------------------------------------------------------------------------------------
Security: 576485205
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: MTDR
ISIN: US5764852050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph Wm. Foran Mgmt For For
1b. Election of Director: Reynald A. Baribault Mgmt For For
1c. Election of Director: Timothy E. Parker Mgmt For For
1d. Election of Director: Shelley F. Appel Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MGP INGREDIENTS, INC. Agenda Number: 935825589
--------------------------------------------------------------------------------------------------------------------------
Security: 55303J106
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MGPI
ISIN: US55303J1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas A. Gerke Mgmt For For
1b. Election of Director: Donn Lux Mgmt For For
1c. Election of Director: Kevin S. Rauckman Mgmt For For
1d. Election of Director: Todd B. Siwak Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm.
3. To adopt an advisory resolution to approve Mgmt For For
the compensation of our named executive
officers.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MONOLITHIC POWER SYSTEMS, INC. Agenda Number: 935853069
--------------------------------------------------------------------------------------------------------------------------
Security: 609839105
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: MPWR
ISIN: US6098391054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Victor K. Lee Mgmt For For
1.2 Election of Director: James C. Moyer Mgmt Withheld Against
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. Approve, on an advisory basis, the 2022 Mgmt For For
executive compensation.
4. Recommend, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
executive compensation.
5. Approve the amendment and restatement of Mgmt For For
the Monolithic Power Systems, Inc. 2004
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
NATERA, INC. Agenda Number: 935840529
--------------------------------------------------------------------------------------------------------------------------
Security: 632307104
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: NTRA
ISIN: US6323071042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rowan Chapman Mgmt For For
Herm Rosenman Mgmt For For
Jonathan Sheena Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Natera, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of Natera, Inc.'s
named executive officers as disclosed in
the proxy statement.
--------------------------------------------------------------------------------------------------------------------------
ON HOLDING AG Agenda Number: 935824892
--------------------------------------------------------------------------------------------------------------------------
Security: H5919C104
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: ONON
ISIN: CH1134540470
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Acknowledgement of the Annual Report and Mgmt For For
the Audit Reports and Approval of the
Management Report, the Annual Consolidated
Financial Statements of On Holding AG and
the Annual Financial Statements of On
Holding AG for 2022
2. Appropriation of 2022 Financial Results Mgmt For For
3. Discharge of the Members of the Board of Mgmt For For
Directors and of the Executive Committee
4. Re-Election of Alex Perez as Proposed Mgmt For For
Representative of the Holders of Class A
Shares on the Board of Directors
5a. Re-Election of David Allemann as Member of Mgmt For For
the Board of Directors
5b. Re-Election of Amy Banse as Member of the Mgmt For For
Board of Directors
5c. Re-Election of Olivier Bernhard as Member Mgmt For For
of the Board of Directors
5d. Re-Election of Caspar Coppetti as Member of Mgmt For For
the Board of Directors
5e. Re-Election of Kenneth Fox as Member of the Mgmt For For
Board of Directors
5f. Re-Election of Alex Perez as Member of the Mgmt For For
Board of Directors
5g. Re-Election of Dennis Durkin as Member of Mgmt For For
the Board of Directors
6a. Re-Election of David Allemann as Mgmt For For
Co-Chairman of the Board of Directors
6b. Re-Election of Caspar Coppetti as Mgmt For For
Co-Chairman of the Board of Directors
7a. Re-Election of Kenneth Fox as Member of the Mgmt For For
Nomination and Compensation Committee
7b. Re-Election of Alex Perez as Member of the Mgmt For For
Nomination and Compensation Committee
7c. Re-Election of Amy Banse as Member of the Mgmt For For
Nomination and Compensation Committee
8. Re-Election of the Independent Proxy Mgmt For For
Representative
9. Re-Election of Statutory Auditors Mgmt For For
10a Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Consultative Vote
on the 2022 Compensation Report
10b Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Non-Executive Members of the Board of
Directors for the Period between this
Annual General Shareholders' Meeting and
the next Annual General Shareholders'
Meeting to be held in 2024
10c Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Members of the Executive Committee for the
Financial Year 2024
11a Amendment of the Articles of Association: Mgmt For For
Capital Band and Deletion of Authorized
Share Capita
11b Amendment of the Articles of Association: Mgmt For For
Shares and Share Register
11c Amendment of the Articles of Association: Mgmt For For
General Shareholders' Meeting (Powers,
Convocation, Representation, Resolutions,
Protocol and General Shareholders' Meetings
at Several Locations Simultaneously or in
Hybrid Form)
11d Amendment of the Articles of Association: Mgmt For For
Tasks, Meetings and Resolutions of the
Board of Directors, Supplementary Amount of
the Executive Committee, Mandates Outside
of the Group and Certain Editorial Changes
12. If a new proposal is made under a new or Mgmt Against
existing agenda item, I instruct the
Independent Proxy Representative to:
--------------------------------------------------------------------------------------------------------------------------
PARAGON 28, INC Agenda Number: 935800664
--------------------------------------------------------------------------------------------------------------------------
Security: 69913P105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: FNA
ISIN: US69913P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Quentin Blackford Mgmt For For
Alf Grunwald Mgmt For For
Stephen Oesterle, M.D. Mgmt For For
2. Approve an Amendment to the Paragon 28, Mgmt For For
Inc. Amended and Restated Certificate of
Incorporation to Declassify the Board of
Directors commencing with the 2028 annual
meeting of stockholders.
3. Approve an Amendment to the Paragon 28, Mgmt For For
Inc. Amended and Restated Certificate of
Incorporation to remove Super majority
Voting Requirements from and after the 2028
annual meeting of stockholders.
4. Ratify the Appointment of Deloitte & Touche Mgmt For For
LLP as the Company's Independent Registered
Public Accounting Firm for the Fiscal Year
Ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
PAYLOCITY HOLDING CORPORATION Agenda Number: 935720361
--------------------------------------------------------------------------------------------------------------------------
Security: 70438V106
Meeting Type: Annual
Meeting Date: 01-Dec-2022
Ticker: PCTY
ISIN: US70438V1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Steven R. Beauchamp Mgmt For For
Virginia G. Breen Mgmt For For
Robin L. Pederson Mgmt For For
Andres D. Reiner Mgmt For For
Kenneth B. Robinson Mgmt For For
Ronald V. Waters III Mgmt For For
Toby J. Williams Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the fiscal year
ending June 30, 2023.
3. Advisory vote to approve compensation of Mgmt For For
named executive officers.
4. Frequency of advisory vote to approve the Mgmt 1 Year For
compensation of named executive officers.
--------------------------------------------------------------------------------------------------------------------------
PDF SOLUTIONS, INC. Agenda Number: 935850467
--------------------------------------------------------------------------------------------------------------------------
Security: 693282105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: PDFS
ISIN: US6932821050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Joseph R. Bronson Mgmt For For
1.2 Election of Director: Ye Jane Li Mgmt For For
2. To ratify the appointment BPM LLP as our Mgmt For For
independent registered public accounting
firm for the year ending December 31, 2023.
3. To approve our Eighth Amended and Restated Mgmt For For
2011 Stock Incentive Plan.
4. To approve, by a non-binding advisory vote, Mgmt For For
the compensation of our named executive
officers disclosed in this Proxy Statement.
5. To approve, by a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future advisory votes
on named executive officer compensation.
--------------------------------------------------------------------------------------------------------------------------
PENUMBRA, INC. Agenda Number: 935825553
--------------------------------------------------------------------------------------------------------------------------
Security: 70975L107
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: PEN
ISIN: US70975L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Arani Bose, M.D. Mgmt For For
Bridget O'Rourke Mgmt For For
Surbhi Sarna Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm for Penumbra, Inc.
for the fiscal year ending December 31,
2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of Penumbra, Inc.'s named
executive officers as disclosed in the
proxy statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on named
executive officer compensation.
--------------------------------------------------------------------------------------------------------------------------
PERION NETWORK LTD Agenda Number: 935889696
--------------------------------------------------------------------------------------------------------------------------
Security: M78673114
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: PERI
ISIN: IL0010958192
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. To approve the re-election of Ms. Joy Mgmt For For
Marcus to serve as a director of the
Company until the third annual general
meeting of shareholders of the Company
following this meeting or her earlier
resignation or removal, as applicable.
1b. To approve the re-election of Mr. Michael Mgmt For For
Vorhaus to serve as a director of the
Company until the third annual general
meeting of shareholders of the Company
following this meeting or his earlier
resignation or removal, as applicable.
2. To approve the amendments of the Articles Mgmt For For
of Association and Memorandum of
Association of the Company to reflect the
increase of the authorized share capital of
the Company, as detailed in the Proxy
Statement, dated May 17, 2023.
3. To approve amendments to the terms of Mgmt For For
employment of Mr. Tal Jacobson in
connection with his appointment as the
Company's Chief Executive Officer, as
detailed in the Proxy Statement, dated May
17, 2023.
3a. Are you a controlling shareholder (as Mgmt Against
defined in the Proxy Statement) or do you
have a personal interest (as defined in the
Proxy Statement) in the approval of
Proposal 3? (Please note: If you do not
mark either 'Yes' or 'No', your shares will
not be voted for this Proposal). Mark "for"
= yes or "against" = no.
4. To appoint Kost Forer Gabbay & Kasierer, a Mgmt For For
member of Ernst & Young Global, as the
independent public auditors of the Company
for the year ending on December 31, 2023,
and until the next annual general meeting
of shareholders, and that the board of
directors of the Company, upon the
recommendation of the audit committee of
the Company, is authorized to determine the
compensation of said independent auditors
in accordance with the volume and nature of
their services.
--------------------------------------------------------------------------------------------------------------------------
PHREESIA, INC. Agenda Number: 935869478
--------------------------------------------------------------------------------------------------------------------------
Security: 71944F106
Meeting Type: Annual
Meeting Date: 28-Jun-2023
Ticker: PHR
ISIN: US71944F1066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Chaim Indig Mgmt For For
Michael Weintraub Mgmt For For
Edward Cahill Mgmt Withheld Against
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
January 31, 2024.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers, as disclosed in the
Proxy Statement.
4. To approve an amendment to our Seventh Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company as
permitted pursuant to recent amendments to
Delaware General Corporation Law.
--------------------------------------------------------------------------------------------------------------------------
POOL CORPORATION Agenda Number: 935797425
--------------------------------------------------------------------------------------------------------------------------
Security: 73278L105
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: POOL
ISIN: US73278L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter D. Arvan Mgmt For For
1b. Election of Director: Martha "Marty" S. Mgmt For For
Gervasi
1c. Election of Director: James "Jim" D. Hope Mgmt For For
1d. Election of Director: Debra S. Oler Mgmt For For
1e. Election of Director: Manuel J. Perez de la Mgmt For For
Mesa
1f. Election of Director: Carlos A. Sabater Mgmt For For
1g. Election of Director: Robert C. Sledd Mgmt For For
1h. Election of Director: John E. Stokely Mgmt For For
1i. Election of Director: David G. Whalen Mgmt For For
2. Ratification of the retention of Ernst & Mgmt For For
Young LLP, certified public accountants, as
our independent registered public
accounting firm for the 2023 fiscal year.
3. Say-on-pay vote: Advisory vote to approve Mgmt For For
the compensation of our named executive
officers as disclosed in the proxy
statement.
4. Frequency vote: Advisory vote on frequency Mgmt 1 Year For
of future Say-on-pay votes.
--------------------------------------------------------------------------------------------------------------------------
POWERSCHOOL HOLDINGS, INC. Agenda Number: 935826341
--------------------------------------------------------------------------------------------------------------------------
Security: 73939C106
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: PWSC
ISIN: US73939C1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David Armstrong Mgmt For For
Hardeep Gulati Mgmt For For
Betty Hung Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
PRIVIA HEALTH GROUP, INC. Agenda Number: 935817594
--------------------------------------------------------------------------------------------------------------------------
Security: 74276R102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PRVA
ISIN: US74276R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Shawn Morris Mgmt For For
1.2 Election of Director: Jeff Bernstein Mgmt For For
1.3 Election of Director: Nancy Cocozza Mgmt For For
1.4 Election of Director: David King Mgmt For For
1.5 Election of Director: Thomas McCarthy Mgmt For For
1.6 Election of Director: Will Sherrill Mgmt For For
1.7 Election of Director: Bill Sullivan Mgmt For For
1.8 Election of Director: Patricia Maryland Mgmt For For
1.9 Election of Director: Jaewon Ryu, M.D. Mgmt For For
2. Approval, on an advisory (non-binding) Mgmt 1 Year For
basis, of the frequency of future advisory
votes on the compensation of our named
executive officers.
3. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
QUANTA SERVICES, INC. Agenda Number: 935816263
--------------------------------------------------------------------------------------------------------------------------
Security: 74762E102
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: PWR
ISIN: US74762E1029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Earl C. (Duke) Mgmt For For
Austin, Jr.
1b. Election of Director: Doyle N. Beneby Mgmt For For
1c. Election of Director: Vincent D. Foster Mgmt For For
1d. Election of Director: Bernard Fried Mgmt For For
1e. Election of Director: Worthing F. Jackman Mgmt For For
1f. Election of Director: Holli C. Ladhani Mgmt For For
1g. Election of Director: David M. McClanahan Mgmt For For
1h. Election of Director: R. Scott Rowe Mgmt For For
1i. Election of Director: Margaret B. Shannon Mgmt For For
1j. Election of Director: Martha B. Wyrsch Mgmt For For
2. Approval, by non-binding advisory vote, of Mgmt For For
Quanta's executive compensation.
3. Recommendation, by non-binding advisory Mgmt 1 Year For
vote, on the frequency of future advisory
votes on Quanta's executive compensation.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Quanta's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
REMITLY GLOBAL, INC. Agenda Number: 935847321
--------------------------------------------------------------------------------------------------------------------------
Security: 75960P104
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: RELY
ISIN: US75960P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Bora Chung Mgmt For For
Laurent Le Moal Mgmt For For
Nigel Morris Mgmt For For
2. To approve on an advisory basis the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
REVANCE THERAPEUTICS, INC. Agenda Number: 935783490
--------------------------------------------------------------------------------------------------------------------------
Security: 761330109
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: RVNC
ISIN: US7613301099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jill Beraud Mgmt For For
Carey O'Connor Kolaja Mgmt For For
Vlad Coric, M.D. Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Approval of, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the
proxy statement.
--------------------------------------------------------------------------------------------------------------------------
SAIA, INC Agenda Number: 935796093
--------------------------------------------------------------------------------------------------------------------------
Security: 78709Y105
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: SAIA
ISIN: US78709Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Donna E. Epps Mgmt For For
1.2 Election of Director: John P. Gainor, Jr. Mgmt For For
1.3 Election of Director: Kevin A. Henry Mgmt For For
1.4 Election of Director: Frederick J. Mgmt For For
Holzgrefe, III
1.5 Election of Director: Donald R. James Mgmt For For
1.6 Election of Director: Randolph W. Melville Mgmt For For
1.7 Election of Director: Richard D. O'Dell Mgmt For For
2. Approve on an advisory basis the Mgmt For For
compensation of Saia's Named Executive
Officers
3. Approve on an advisory basis the frequency Mgmt 1 Year For
of future advisory votes on executive
compensation
4. Ratify the appointment of KPMG LLP as Mgmt For For
Saia's Independent Registered Public
Accounting Firm for fiscal year 2023
--------------------------------------------------------------------------------------------------------------------------
SAREPTA THERAPEUTICS, INC. Agenda Number: 935844111
--------------------------------------------------------------------------------------------------------------------------
Security: 803607100
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: SRPT
ISIN: US8036071004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting:
Richard J. Barry
1.2 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting: M.
Kathleen Behrens, Ph.D.
1.3 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting:
Stephen L. Mayo, Ph. D.
1.4 Election of Class II Director to hold Mgmt For For
office until the 2025 Annual Meeting:
Claude Nicaise, M.D.
2. Advisory vote to approve, on a non-binding Mgmt For For
basis, named executive officer compensation
3. Approve an amendment to the Company's 2018 Mgmt For For
Equity Incentive Plan (the "2018 Plan") to
increase the maximum aggregate number of
shares of common stock that may be issued
pursuant to awards granted under the 2018
Plan by 2,500,000 shares to 13,187,596
shares
4. Approve an amendment to the Amended and Mgmt For For
Restated 2013 Employee Stock Purchase Plan
(as amended and restated on June 27, 2016
and amended on June 6, 2019) (the "2016
ESPP") to increase the number of shares of
our common stock authorized for issuance
under the 2016 ESPP by 300,000 shares to
1,400,000 shares
5. Advisory vote on whether an advisory vote Mgmt 1 Year For
on executive compensation should be held
every one, two or three years
6. Ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the current year ending
December 31, 2023
--------------------------------------------------------------------------------------------------------------------------
SITIME CORPORATION Agenda Number: 935828674
--------------------------------------------------------------------------------------------------------------------------
Security: 82982T106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: SITM
ISIN: US82982T1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Torsten G. Kreindl Mgmt For For
1.2 Election of Director: Akira Takata Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of SiTime's named executive
officers as disclosed in SiTime's proxy
statement.
3. To ratify the appointment by the audit Mgmt For For
committee of BDO USA, LLP as SiTime's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SKYWARD SPECIALTY INSURANCE GROUP, INC. Agenda Number: 935827040
--------------------------------------------------------------------------------------------------------------------------
Security: 830940102
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: SKWD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
James Hays Mgmt For For
Robert Creager Mgmt For For
2. To consider and vote upon the ratification Mgmt For For
of the selection of Ernst & Young LLP as
the Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SMARTSHEET INC. Agenda Number: 935852435
--------------------------------------------------------------------------------------------------------------------------
Security: 83200N103
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: SMAR
ISIN: US83200N1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Geoffrey T. Barker Mgmt For For
Matthew McIlwain Mgmt For For
James N. White Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
3. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
SPORTRADAR GROUP AG Agenda Number: 935800311
--------------------------------------------------------------------------------------------------------------------------
Security: H8088L103
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: SRAD
ISIN: CH1134239669
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Approval of the Management Report, Mgmt For For
Consolidated Financial Statements and
Statutory Financial Statements
1B Consultative vote on the Compensation Mgmt For For
Report
2 Approval of Appropriation of Available Mgmt For For
Earnings
3 Approval of Discharge of the Board of Mgmt For For
Directors and of Executive Management
4AA Election of Director: Deirdre Mary Bigley Mgmt For For
4AB Election of Director: John Andrew Doran Mgmt For For
4AC Election of Director: George Fleet Mgmt For For
4AD Election of Director: Carsten Koerl Mgmt For For
4AE Election of Director: Hafiz Lalani Mgmt For For
4AF Election of Director: Rajani Ramanathan Mgmt For For
4AG Election of Director: Marc Walder Mgmt For For
4AH Election of Director: William Jeffery Mgmt For For
Yabuki
4B Election of William Jeffery Yabuki as Chair Mgmt For For
of the Board of Directors
4CA Election of Compensation Committee: Deirdre Mgmt For For
Mary Bigley
4CB Election of Compensation Committee: John Mgmt For For
Andrew Doran
4CC Election of Compensation Committee: Hafiz Mgmt For For
Lalani
4CD Election of Compensation Committee: Marc Mgmt For For
Walder
5A Approval of the total maximum amount of Mgmt For For
Board compensation for the term of office
until the Annual General Meeting in 2024
5B Approval of the total maximum amount of Mgmt For For
Executive Management compensation for the
next financial year
6 Election of the law firm Furer Partner Mgmt For For
Advocaten KlG, Frauenfeld, Switzerland as
independent proxy
7A Election of KPMG AG, St. Gallen, Mgmt For For
Switzerland, as statutory auditors
7B Election of BDO, AG, St. Gallen, Mgmt For For
Switzerland, as special auditors
8A Amendments of the articles of association: Mgmt For For
Amendment of the Company's current
conditional share capital
8B Amendments of the articles of association: Mgmt For For
Replacement of the current authorized share
capital by a capital band
8C Amendments of the articles of association: Mgmt For For
Amendment of the provisions on compensation
in connection with the compensation policy
8D Amendments of the articles of association: Mgmt For For
Amendments in connection with shareholders'
rights and the preparation and conduct of
the Annual General Meeting
8E Amendments of the articles of association: Mgmt For For
Amendments in connection with the Board of
Directors and editorial changes
9A New or modified proposals or agenda items - Mgmt Against Against
motions by the Board
9B New or modified proposals or agenda items - Mgmt Abstain Against
motions by shareholders
--------------------------------------------------------------------------------------------------------------------------
SPROUT SOCIAL, INC. Agenda Number: 935817152
--------------------------------------------------------------------------------------------------------------------------
Security: 85209W109
Meeting Type: Annual
Meeting Date: 22-May-2023
Ticker: SPT
ISIN: US85209W1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director to serve until Mgmt For For
our 2026 annual meeting: Peter Barris
1b. Election of Class I Director to serve until Mgmt For For
our 2026 annual meeting: Raina Moskowitz
1c. Election of Class I Director to serve until Mgmt For For
our 2026 annual meeting: Karen Walker
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for our fiscal year ending December
31, 2023.
3. To conduct an advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
SPS COMMERCE, INC. Agenda Number: 935797348
--------------------------------------------------------------------------------------------------------------------------
Security: 78463M107
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: SPSC
ISIN: US78463M1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Archie Black Mgmt For For
1b. Election of Director: James Ramsey Mgmt For For
1c. Election of Director: Marty Reaume Mgmt For For
1d. Election of Director: Tami Reller Mgmt For For
1e. Election of Director: Philip Soran Mgmt For For
1f. Election of Director: Anne Sempowski Ward Mgmt For For
1g. Election of Director: Sven Wehrwein Mgmt For For
2. Ratification of the selection of KPMG LLP Mgmt For For
as the independent auditor of SPS Commerce,
Inc. for the fiscal year ending December
31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the named executive officers of SPS
Commerce, Inc.
--------------------------------------------------------------------------------------------------------------------------
STERLING INFRASTRUCTURE, INC. Agenda Number: 935782145
--------------------------------------------------------------------------------------------------------------------------
Security: 859241101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: STRL
ISIN: US8592411016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Roger A. Cregg Mgmt For For
1b. Election of Director: Joseph A. Cutillo Mgmt For For
1c. Election of Director: Julie A. Dill Mgmt For For
1d. Election of Director: Dana C. O'Brien Mgmt For For
1e. Election of Director: Charles R. Patton Mgmt For For
1f. Election of Director: Thomas M. White Mgmt For For
1g. Election of Director: Dwayne A. Wilson Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to increase the number of
authorized shares of common stock to
58,000,000 shares
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers
5. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for 2023
--------------------------------------------------------------------------------------------------------------------------
STEVANATO GROUP S.P.A Agenda Number: 935864048
--------------------------------------------------------------------------------------------------------------------------
Security: T9224W109
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: STVN
ISIN: IT0005452658
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the financial statements for Mgmt For
the financial year ended on December 31,
2022, and acknowledgment of the related
statements and reports.
2. Distribution of a gross dividend in cash of Mgmt For
Euro 0.054 for each outstanding share, net
of the treasury shares; allocation of the
residual net profits to the reserves and
related resolutions.
3. Approval of the yearly gross total Mgmt For
compensation of Euro 148,000, to be paid
partly in cash and partly in shares, for
each Director (except for Mr. Franco Moro).
4. Appointment of PricewaterhouseCoopers Mgmt For
S.p.A. as External Auditor for the
financial years 2023-2025 and granting to
the External Auditor of the relevant annual
compensation for each of the financial
years 2023-2025.
5. Granting to the Board of Directors of the Mgmt For
authorization to purchase, and dispose of,
treasury shares within certain limitations
for a one-year period.
6. Approval of amendments to Article 11.3 of Mgmt For
the By-laws.
--------------------------------------------------------------------------------------------------------------------------
STONEX GROUP INC. Agenda Number: 935757851
--------------------------------------------------------------------------------------------------------------------------
Security: 861896108
Meeting Type: Annual
Meeting Date: 01-Mar-2023
Ticker: SNEX
ISIN: US8618961085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Annabelle G. Bexiga Mgmt For For
1.2 Election of Director: Scott J. Branch Mgmt For For
1.3 Election of Director: Diane L. Cooper Mgmt For For
1.4 Election of Director: John M. Fowler Mgmt For For
1.5 Election of Director: Steven Kass Mgmt For For
1.6 Election of Director: Sean M. O'Connor Mgmt For For
1.7 Election of Director: Eric Parthemore Mgmt For For
1.8 Election of Director: John Radziwill Mgmt For For
1.9 Election of Director: Dhamu R. Thamodaran Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the 2023 fiscal year.
3. To approve the advisory (non-binding) Mgmt For For
resolution relating to executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
SUNOPTA INC. Agenda Number: 935830819
--------------------------------------------------------------------------------------------------------------------------
Security: 8676EP108
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: STKL
ISIN: CA8676EP1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dr. Albert Bolles Mgmt For For
1b. Election of Director: Rebecca Fisher Mgmt For For
1c. Election of Director: Joseph D. Ennen Mgmt For For
1d. Election of Director: Dean Hollis Mgmt For For
1e. Election of Director: Katrina Houde Mgmt For For
1f. Election of Director: Leslie Starr Keating Mgmt For For
1g. Election of Director: Diego Reynoso Mgmt For For
1h. Election of Director: Mahes S. Mgmt For For
Wickramasinghe
2. Appointment of Ernst & Young LLP Mgmt For For
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Vote to Approve Amended 2013 Stock Mgmt For For
Incentive Plan
5. Amendment of Bylaw No. 14 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SYNDAX PHARMACEUTICALS, INC Agenda Number: 935804775
--------------------------------------------------------------------------------------------------------------------------
Security: 87164F105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: SNDX
ISIN: US87164F1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Pierre Legault Mgmt For For
1.2 Election of Director: Michael A. Metzger Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the 2023
proxy statement.
3. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm of the Company for
its fiscal year ending December 31, 2023.
4. To approve an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to increase the number of
authorized shares of common stock from
100,000,000 shares to 200,000,000 shares.
--------------------------------------------------------------------------------------------------------------------------
TECNOGLASS INC. Agenda Number: 935742901
--------------------------------------------------------------------------------------------------------------------------
Security: G87264100
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: TGLS
ISIN: KYG872641009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Class C Director: Jose Daes Mgmt For For
1B. Election of Class C Director: A. Lorne Weil Mgmt For For
2. Advisory approval of the compensation for Mgmt For For
the named executive officers.
--------------------------------------------------------------------------------------------------------------------------
TETRA TECH, INC. Agenda Number: 935756594
--------------------------------------------------------------------------------------------------------------------------
Security: 88162G103
Meeting Type: Annual
Meeting Date: 28-Feb-2023
Ticker: TTEK
ISIN: US88162G1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Dan L. Batrack Mgmt For For
1B. Election of Director: Gary R. Birkenbeuel Mgmt For For
1C. Election of Director: Prashant Gandhi Mgmt For For
1D. Election of Director: Joanne M. Maguire Mgmt For For
1E. Election of Director: Christiana Obiaya Mgmt For For
1F. Election of Director: Kimberly E. Ritrievi Mgmt For For
1G. Election of Director: J. Kenneth Thompson Mgmt For For
1H. Election of Director: Kirsten M. Volpi Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
Company's named executive officers'
compensation.
3. To indicate, on an advisory basis, the Mgmt 1 Year For
preferred frequency of future advisory
votes on the Company's named executive
officers' compensation.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
TEXAS ROADHOUSE,INC. Agenda Number: 935794570
--------------------------------------------------------------------------------------------------------------------------
Security: 882681109
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: TXRH
ISIN: US8826811098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Michael A. Crawford Mgmt For For
1.2 Election of Director: Donna E. Epps Mgmt For For
1.3 Election of Director: Gregory N. Moore Mgmt For For
1.4 Election of Director: Gerald L. Morgan Mgmt For For
1.5 Election of Director: Curtis A. Warfield Mgmt For For
1.6 Election of Director: Kathleen M. Widmer Mgmt Withheld Against
1.7 Election of Director: James R. Zarley Mgmt For For
2. Proposal to Ratify the Appointment of KPMG Mgmt For For
LLP as Texas Roadhouse's Independent
Auditors for 2023.
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation.
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Frequency of the Advisory Vote on Executive
Compensation.
5. An Advisory Vote on a Shareholder Proposal Shr Against For
Regarding the Issuance of a Climate Report.
--------------------------------------------------------------------------------------------------------------------------
THE CHEFS' WAREHOUSE, INC. Agenda Number: 935796182
--------------------------------------------------------------------------------------------------------------------------
Security: 163086101
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: CHEF
ISIN: US1630861011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ivy Brown Mgmt For For
1b. Election of Director: Dominick Cerbone Mgmt For For
1c. Election of Director: Joseph Cugine Mgmt For For
1d. Election of Director: Steven F. Goldstone Mgmt For For
1e. Election of Director: Alan Guarino Mgmt For For
1f. Election of Director: Stephen Hanson Mgmt For For
1g. Election of Director: Aylwin Lewis Mgmt For For
1h. Election of Director: Katherine Oliver Mgmt For For
1i. Election of Director: Christopher Pappas Mgmt For For
1j. Election of Director: John Pappas Mgmt For For
2. To ratify the selection of BDO USA, LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 29, 2023.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers as disclosed in the 2023
Proxy Statement.
4. To approve the Company's Employee Stock Mgmt For For
Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
THE VITA COCO COMPANY, INC. Agenda Number: 935835732
--------------------------------------------------------------------------------------------------------------------------
Security: 92846Q107
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: COCO
ISIN: US92846Q1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael Kirban Mgmt For For
John Leahy Mgmt For For
Kenneth Sadowsky Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TRANSMEDICS GROUP, INC. Agenda Number: 935821442
--------------------------------------------------------------------------------------------------------------------------
Security: 89377M109
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: TMDX
ISIN: US89377M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Waleed Hassanein, Mgmt For For
M.D.
1b. Election of Director: James R. Tobin Mgmt For For
1c. Election of Director: Edward M. Basile Mgmt For For
1d. Election of Director: Thomas J. Gunderson Mgmt For For
1e. Election of Director: Edwin M. Kania, Jr. Mgmt For For
1f. Election of Director: Stephanie Lovell Mgmt For For
1g. Election of Director: Merilee Raines Mgmt For For
1h. Election of Director: David Weill, M.D. Mgmt For For
2. To approve, on a non-binding advisory Mgmt For For
basis, the compensation paid to
TransMedics' named executive officers.
3. To approve an amendment to the TransMedics Mgmt For For
Group, Inc. 2019 Stock Incentive Plan to
increase the maximum aggregate number of
shares of common stock that may be issued
pursuant to awards granted under the
TransMedics Group, Inc. 2019 Stock
Incentive Plan as set forth in the proxy
statement.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as TransMedics
Group, Inc.'s independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TREACE MEDICAL CONCEPTS, INC. Agenda Number: 935803773
--------------------------------------------------------------------------------------------------------------------------
Security: 89455T109
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: TMCI
ISIN: US89455T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lance A. Berry Mgmt For For
Elizabeth S. Hanna Mgmt For For
Jane E. Kiernan Mgmt For For
2. Proposal to ratify the appointment of Grant Mgmt For For
Thornton LLP as independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
VALMONT INDUSTRIES, INC. Agenda Number: 935776990
--------------------------------------------------------------------------------------------------------------------------
Security: 920253101
Meeting Type: Annual
Meeting Date: 24-Apr-2023
Ticker: VMI
ISIN: US9202531011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Mogens C. Bay Mgmt For For
Ritu Favre Mgmt For For
Richard A. Lanoha Mgmt For For
2. Advisory approval of the company's Mgmt For For
executive compensation.
3. Advisory vote on the frequency of the Mgmt 1 Year For
advisory vote on the company's executive
compensation.
4. Ratifying the appointment of Deloitte & Mgmt For For
Touche LLP as independent auditors for
fiscal 2023.
--------------------------------------------------------------------------------------------------------------------------
WILLSCOT MOBILE MINI HOLDINGS CORP. Agenda Number: 935830996
--------------------------------------------------------------------------------------------------------------------------
Security: 971378104
Meeting Type: Annual
Meeting Date: 02-Jun-2023
Ticker: WSC
ISIN: US9713781048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a one-year Mgmt For For
term: Mark S. Bartlett
1b. Election of Director to serve a one-year Mgmt For For
term: Erika T. Davis
1c. Election of Director to serve a one-year Mgmt For For
term: Gerard E. Holthaus
1d. Election of Director to serve a one-year Mgmt For For
term: Erik Olsson
1e. Election of Director to serve a one-year Mgmt For For
term: Rebecca L. Owen
1f. Election of Director to serve a one-year Mgmt For For
term: Jeff Sagansky
1g. Election of Director to serve a one-year Mgmt For For
term: Bradley L. Soultz
1h. Election of Director to serve a one-year Mgmt For For
term: Michael W. Upchurch
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as independent registered public
accounting firm of WillScot Mobile Mini
Holdings Corp. for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory and non-binding Mgmt For For
basis, the compensation of the named
executive officers of WillScot Mobile Mini
Holdings Corp.
--------------------------------------------------------------------------------------------------------------------------
WINGSTOP INC. Agenda Number: 935802062
--------------------------------------------------------------------------------------------------------------------------
Security: 974155103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: WING
ISIN: US9741551033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director for a term Mgmt For For
that expires at the 2026 Annual Meeting:
Lynn Crump-Caine
1.2 Election of Class II Director for a term Mgmt For For
that expires at the 2026 Annual Meeting:
Wesley S. McDonald
1.3 Election of Class II Director for a term Mgmt For For
that expires at the 2026 Annual Meeting:
Ania M. Smith
2. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for fiscal year 2023
3. Approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers
--------------------------------------------------------------------------------------------------------------------------
WNS (HOLDINGS) LIMITED Agenda Number: 935703430
--------------------------------------------------------------------------------------------------------------------------
Security: 92932M101
Meeting Type: Annual
Meeting Date: 22-Sep-2022
Ticker: WNS
ISIN: US92932M1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the audited annual accounts of Mgmt For For
the Company for the financial year ended
March 31, 2022, together with the auditors'
report.
2. Re-appointment of Grant Thornton Bharat LLP Mgmt For For
as the auditors of the Company.
3. Approval of auditors' remuneration for the Mgmt For For
financial year ending March 31, 2023.
4. Re-election of the Class I Director, Mr. Mgmt For For
Timothy L Main.
5. Re-election of the Class I Director, Ms. Mgmt For For
Thi Nhuoc Lan Tu.
6. Re-election of the Class I Director, Mr. Mgmt For For
Mario P Vitale.
7. Re-election of the Class I Director Mr. Mgmt For For
Gareth Williams to serve until the end of
his term on December 31, 2022.
8. Approval of Directors' remuneration for the Mgmt For For
period from the Annual General Meeting
until the next annual general meeting of
the Company to be held in respect of the
financial year ending March 31, 2023.
9. Increase in the ordinary shares/American Mgmt For For
Depositary Shares ("ADSs") to be available
or reserved for grant under the Company's
2016 Incentive Award Plan as may be amended
and restated pursuant to and in accordance
with the terms thereof, the 2016 Incentive
Award Plan or ("the Plan") by 2.2 million
ordinary shares/ADSs, (representing 4.57 %
of the total outstanding share capital as
on June 30, 2022 excluding treasury shares)
and adoption of the Company's Fourth
Amended and ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
WORKIVA INC. Agenda Number: 935824727
--------------------------------------------------------------------------------------------------------------------------
Security: 98139A105
Meeting Type: Annual
Meeting Date: 30-May-2023
Ticker: WK
ISIN: US98139A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Michael M. Crow, Mgmt For For
Ph.D.
1.2 Election of Director: Julie Iskow Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Workiva's named executive
officers.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
WORLD WRESTLING ENTERTAINMENT, INC. Agenda Number: 935809775
--------------------------------------------------------------------------------------------------------------------------
Security: 98156Q108
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: WWE
ISIN: US98156Q1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Vincent K. McMahon Mgmt For For
Nick Khan Mgmt For For
Paul Levesque Mgmt For For
George A. Barrios Mgmt For For
Steve Koonin Mgmt For For
Michelle R. McKenna Mgmt For For
Steve Pamon Mgmt For For
Michelle D. Wilson Mgmt For For
2. Ratification of Deloitte & Touche LLP as Mgmt For For
our Independent Registered Public
Accounting Firm.
3. Advisory vote to approve Executive Mgmt For For
Compensation.
4. Advisory vote on frequency of the advisory Mgmt 1 Year For
vote on Executive Compensation.
--------------------------------------------------------------------------------------------------------------------------
WYNN RESORTS, LIMITED Agenda Number: 935785494
--------------------------------------------------------------------------------------------------------------------------
Security: 983134107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: WYNN
ISIN: US9831341071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Richard J. Byrne Mgmt For For
Patricia Mulroy Mgmt For For
Philip G. Satre Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for 2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of our named
executive officers as described in the
proxy statement.
4. To approve, on a non-binding advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes to approve the compensation of our
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
XPONENTIAL FITNESS, INC Agenda Number: 935802113
--------------------------------------------------------------------------------------------------------------------------
Security: 98422X101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: XPOF
ISIN: US98422X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director to serve Mgmt For For
until the 2026 Annual Meeting: Chelsea
Grayson
1b. Election of Class II Director to serve Mgmt For For
until the 2026 Annual Meeting: Jair Clarke
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ZETA GLOBAL HOLDINGS CORP. Agenda Number: 935844161
--------------------------------------------------------------------------------------------------------------------------
Security: 98956A105
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: ZETA
ISIN: US98956A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: William Landman Mgmt For For
1.2 Election of Director: Robert Niehaus Mgmt For For
1.3 Election of Director: Jeanine Silberblatt Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
Calamos Timpani Small Cap Growth Fund
--------------------------------------------------------------------------------------------------------------------------
AAON, INC. Agenda Number: 935794099
--------------------------------------------------------------------------------------------------------------------------
Security: 000360206
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: AAON
ISIN: US0003602069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term ending in Mgmt For For
2026: Caron A. Lawhorn
1b. Election of Director for a term ending in Mgmt For For
2026: Stephen O. LeClair
1c. Election of Director for a term ending in Mgmt For For
2026: David R. Stewart
2. Proposal to approve, on an advisory basis, Mgmt For For
a resolution on the compensation of AAON's
named executive officers as set forth in
the Proxy Statement.
3. Proposal to ratify Grant Thornton LLP as Mgmt For For
the independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AAR CORP. Agenda Number: 935696320
--------------------------------------------------------------------------------------------------------------------------
Security: 000361105
Meeting Type: Annual
Meeting Date: 20-Sep-2022
Ticker: AIR
ISIN: US0003611052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: John M. Holmes Mgmt For For
1b. Election of Director: Ellen M. Lord Mgmt For For
1c. Election of Director: Marc J. Walfish Mgmt For For
2. Advisory proposal to approve our Fiscal Mgmt For For
2022 executive compensation.
3. The ratification of the appointment of KPMG Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
May 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ACM RESEARCH, INC. Agenda Number: 935858540
--------------------------------------------------------------------------------------------------------------------------
Security: 00108J109
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: ACMR
ISIN: US00108J1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Haiping Dun Mgmt For For
1b. Election of Director: Chenming C. Hu Mgmt For For
1c. Election of Director: Tracy Liu Mgmt For For
1d. Election of Director: David H. Wang Mgmt For For
1e. Election of Director: Xiao Xing Mgmt For For
2. Ratification of appointment of Armanino LLP Mgmt For For
as independent auditor for 2023.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED DRAINAGE SYSTEMS, INC. Agenda Number: 935673170
--------------------------------------------------------------------------------------------------------------------------
Security: 00790R104
Meeting Type: Annual
Meeting Date: 21-Jul-2022
Ticker: WMS
ISIN: US00790R1041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Anesa T. Chaibi Mgmt For For
1b. Election of Director: Robert M. Eversole Mgmt For For
1c. Election of Director: Alexander R. Fischer Mgmt For For
1d. Election of Director: Kelly S. Gast Mgmt For For
1e. Election of Director: M.A. (Mark) Haney Mgmt For For
1f. Election of Director: Ross M. Jones Mgmt For For
1g. Election of Director: Manuel Perez de la Mgmt For For
Mesa
1h. Election of Director: Anil Seetharam Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
fiscal year 2023.
3. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
4. Recommendation, in a non-binding advisory Mgmt 1 Year For
vote, for the frequency of future advisory
votes on executive compensation.
5. Approval of the Employee Stock Purchase Mgmt For For
Plan.
--------------------------------------------------------------------------------------------------------------------------
ADVANCED ENERGY INDUSTRIES, INC. Agenda Number: 935781395
--------------------------------------------------------------------------------------------------------------------------
Security: 007973100
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: AEIS
ISIN: US0079731008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Grant H. Beard Mgmt For For
(Chairman)
1b. Election of Director: Frederick A. Ball Mgmt For For
1c. Election of Director: Anne T. DelSanto Mgmt For For
1d. Election of Director: Tina M. Donikowski Mgmt For For
1e. Election of Director: Ronald C. Foster Mgmt For For
1f. Election of Director: Stephen D. Kelley Mgmt For For
1g. Election of Director: Lanesha T. Minnix Mgmt For For
1h. Election of Director: David W. Reed Mgmt For For
1i. Election of Director: John A. Roush Mgmt For For
1j. Election of Director: Brian M. Shirley Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Advanced Energy's independent
registered public accounting firm for 2023.
3. Advisory approval on the compensation of Mgmt For For
our named executive officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Approval of Advanced Energy's 2023 Omnibus Mgmt For For
Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
ALPHATEC HOLDINGS, INC. Agenda Number: 935847977
--------------------------------------------------------------------------------------------------------------------------
Security: 02081G201
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: ATEC
ISIN: US02081G2012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Elizabeth Altman Mgmt For For
1b. Election of Director: Evan Bakst Mgmt For For
1c. Election of Director: Mortimer Berkowitz Mgmt For For
III
1d. Election of Director: Quentin Blackford Mgmt For For
1e. Election of Director: Karen K. McGinnis Mgmt For For
1f. Election of Director: Marie Meynadier Mgmt For For
1g. Election of Director: Patrick S. Miles Mgmt For For
1h. Election of Director: David H. Mowry Mgmt For For
1i. Election of Director: David R. Pelizzon Mgmt For For
1j. Election of Director: Jeffrey P. Rydin Mgmt For For
1k. Election of Director: James L.L. Tullis Mgmt For For
1l. Election of Director: Ward W. Woods Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for our fiscal year
ending December 31, 2023
3. Approval of an amendment to our 2007 Mgmt For For
Employee Stock Purchase Plan
4. Approval of an amendment to our 2016 Equity Mgmt For For
Incentive Plan
5. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers
6. Approval, on an advisory basis, of the Mgmt 1 Year For
frequency of future stockholder votes to
approve the compensation of our named
executive officers
--------------------------------------------------------------------------------------------------------------------------
APELLIS PHARMACEUTICALS INC. Agenda Number: 935829892
--------------------------------------------------------------------------------------------------------------------------
Security: 03753U106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: APLS
ISIN: US03753U1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting:
Gerald Chan
1.2 Election of Class III Director to hold Mgmt For For
office until the 2026 annual meeting:
Cedric Francois
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To approve an advisory vote on executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
APPLIED INDUSTRIAL TECHNOLOGIES, INC. Agenda Number: 935709848
--------------------------------------------------------------------------------------------------------------------------
Security: 03820C105
Meeting Type: Annual
Meeting Date: 25-Oct-2022
Ticker: AIT
ISIN: US03820C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Mary Dean Hall Mgmt For For
1.2 Election of Director: Dan P. Komnenovich Mgmt For For
1.3 Election of Director: Joe A. Raver Mgmt For For
2. Say on Pay - To approve, through a Mgmt For For
nonbinding advisory vote, the compensation
of Applied's named executive officers.
3. To ratify the Audit Committee's appointment Mgmt For For
of independent auditors.
--------------------------------------------------------------------------------------------------------------------------
ARHAUS, INC. Agenda Number: 935804004
--------------------------------------------------------------------------------------------------------------------------
Security: 04035M102
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ARHS
ISIN: US04035M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to serve a three-year Mgmt For For
term: Brad Brutocao
1.2 Election of Director to serve a three-year Mgmt For For
term: Alexis DePree
1.3 Election of Director to serve a three-year Mgmt For For
term: Rick Doody
1.4 Election of Director to serve a three-year Mgmt For For
term: Andrea Hyde
2. To approve the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent accountants for the Company's
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
AXCELIS TECHNOLOGIES, INC. Agenda Number: 935809650
--------------------------------------------------------------------------------------------------------------------------
Security: 054540208
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: ACLS
ISIN: US0545402085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tzu-Yin Chiu, Ph.D. Mgmt For For
Joseph P. Keithley Mgmt For For
John T. Kurtzweil Mgmt For For
Russell J. Low, Ph.D. Mgmt For For
Mary G. Puma Mgmt For For
Jeanne Quirk Mgmt For For
Thomas St. Dennis Mgmt For For
Jorge Titinger Mgmt For For
Dipti Vachani Mgmt For For
2. Proposal to ratify independent public Mgmt For For
accounting firm.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Say When on Pay - An advisory vote on the Mgmt 1 Year For
approval of the frequency of shareholder
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
AXON ENTERPRISE, INC. Agenda Number: 935831619
--------------------------------------------------------------------------------------------------------------------------
Security: 05464C101
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: AXON
ISIN: US05464C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Adriane Brown Mgmt For For
1B. Election of Director: Michael Garnreiter Mgmt For For
1C. Election of Director: Mark W. Kroll Mgmt For For
1D. Election of Director: Matthew R. McBrady Mgmt For For
1E. Election of Director: Hadi Partovi Mgmt For For
1F. Election of Director: Graham Smith Mgmt For For
1G. Election of Director: Patrick W. Smith Mgmt For For
1H. Election of Director: Jeri Williams Mgmt For For
2. Proposal No. 2 requests that shareholders Mgmt For For
vote to approve, on an advisory basis, the
compensation of the Company's named
executive officers.
3. Proposal No. 3 requests that shareholders Mgmt 1 Year For
vote to approve, on an advisory basis, the
frequency of the shareholder vote to
approve the compensation of the Company's
named executive officers.
4. Proposal No. 4 requests that shareholders Mgmt For For
vote to ratify the appointment of Grant
Thornton LLP as the Company's independent
registered public accounting firm for
fiscal year 2023.
5. Proposal No. 5 requests that shareholders Mgmt For For
vote to approve the 2023 CEO Performance
Award.
6. Proposal No. 6 is a shareholder proposal to Shr Against For
discontinue the development of a non-lethal
TASER drone system.
--------------------------------------------------------------------------------------------------------------------------
BOOT BARN HOLDINGS, INC. Agenda Number: 935687787
--------------------------------------------------------------------------------------------------------------------------
Security: 099406100
Meeting Type: Annual
Meeting Date: 29-Aug-2022
Ticker: BOOT
ISIN: US0994061002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Peter Starrett Mgmt For For
1.2 Election of Director: Chris Bruzzo Mgmt For For
1.3 Election of Director: Eddie Burt Mgmt For For
1.4 Election of Director: James G. Conroy Mgmt For For
1.5 Election of Director: Lisa G. Laube Mgmt For For
1.6 Election of Director: Anne MacDonald Mgmt For For
1.7 Election of Director: Brenda I. Morris Mgmt For For
1.8 Election of Director: Brad Weston Mgmt For For
2. To vote on a non-binding advisory Mgmt For For
resolution to approve the compensation paid
to named executive officers for fiscal 2022
("say-on-pay").
3. Ratification of Deloitte & Touche LLP as Mgmt For For
the independent auditor for the fiscal year
ending April 1, 2023.
--------------------------------------------------------------------------------------------------------------------------
BOX, INC. Agenda Number: 935658091
--------------------------------------------------------------------------------------------------------------------------
Security: 10316T104
Meeting Type: Annual
Meeting Date: 14-Jul-2022
Ticker: BOX
ISIN: US10316T1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Director withdrawn Mgmt For For
1b. Election of Director: Dan Levin Mgmt For For
1c. Election of Director: Bethany Mayer Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
3. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future stockholder advisory
votes on the compensation of our named
executive officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for our fiscal year
ending January 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CALIX, INC. Agenda Number: 935788933
--------------------------------------------------------------------------------------------------------------------------
Security: 13100M509
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: CALX
ISIN: US13100M5094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kathleen Crusco Mgmt For For
Carl Russo Mgmt For For
2. To approve the Calix, Inc. Third Amended Mgmt For For
and Restated 2019 Equity Incentive Award
Plan.
3. To approve the Calix, Inc. Third Amended Mgmt For For
and Restated 2017 Nonqualified Employee
Stock Purchase Plan.
4. To approve, on a non-binding, advisory Mgmt For For
basis, Calix's named executive officer
compensation.
5. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes to approve the compensation of
Calix's named executive officers.
6. To ratify the selection of KPMG LLP as Mgmt For For
Calix's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CBIZ, INC. Agenda Number: 935791029
--------------------------------------------------------------------------------------------------------------------------
Security: 124805102
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CBZ
ISIN: US1248051021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Richard T. Marabito Mgmt For For
1.2 Election of Director: Rodney A. Young Mgmt For For
1.3 Election of Director: Benaree Pratt Wiley Mgmt For For
2. To ratify KPMG, LLP as CBIZ's independent Mgmt For For
registered public accounting firm.
3. To conduct an advisory vote approving named Mgmt For For
executive officer compensation.
4. To conduct an advisory vote on the Mgmt 1 Year For
frequency of an advisory vote on
compensation.
5. To adopt an amendment to the 2019 CBIZ, Mgmt For For
Inc. Omnibus Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
CECO ENVIRONMENTAL CORP. Agenda Number: 935834071
--------------------------------------------------------------------------------------------------------------------------
Security: 125141101
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: CECO
ISIN: US1251411013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jason DeZwirek Mgmt For For
1b. Election of Director: Todd Gleason Mgmt For For
1c. Election of Director: Robert E. Knowling, Mgmt For For
Jr.
1d. Election of Director: Claudio A. Mannarino Mgmt For For
1e. Election of Director: Munish Nanda Mgmt For For
1f. Election of Director: Valerie Gentile Sachs Mgmt For For
1g. Election of Director: Richard F. Wallman Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To ratify the appointment of BDO USA, LLP Mgmt For For
as the Company's independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CELSIUS HOLDINGS, INC. Agenda Number: 935865456
--------------------------------------------------------------------------------------------------------------------------
Security: 15118V207
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: CELH
ISIN: US15118V2079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John Fieldly Mgmt For For
Nicholas Castaldo Mgmt For For
Caroline Levy Mgmt For For
Hal Kravitz Mgmt For For
Alexandre Ruberti Mgmt For For
Cheryl Miller Mgmt For For
Damon DeSantis Mgmt For For
Joyce Russell Mgmt For For
James Lee Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CLEARFIELD, INC. Agenda Number: 935755895
--------------------------------------------------------------------------------------------------------------------------
Security: 18482P103
Meeting Type: Annual
Meeting Date: 23-Feb-2023
Ticker: CLFD
ISIN: US18482P1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cheryl Beranek Mgmt For For
1b. Election of Director: Ronald G. Roth Mgmt For For
1c. Election of Director: Patrick Goepel Mgmt For For
1d. Election of Director: Roger Harding Mgmt For For
1e. Election of Director: Charles N. Hayssen Mgmt For For
1f. Election of Director: Donald R. Hayward Mgmt For For
1g. Election of Director: Walter L. Jones, Jr. Mgmt For For
1h. Election of Director: Carol A. Wirsbinski Mgmt For For
2. Approve, on a non-binding advisory basis, Mgmt For For
the compensation paid to named executive
officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve our named
executive officer compensation.
4. Approve the Clearfield, Inc. 2022 Stock Mgmt For For
Compensation Plan.
5. Ratify the appointment of Baker Tilly US, Mgmt For For
LLP as the independent registered public
accounting firm for Clearfield, Inc. for
the fiscal year ending September 30, 2023.
--------------------------------------------------------------------------------------------------------------------------
CLIMB GLOBAL SOLUTIONS INC Agenda Number: 935855304
--------------------------------------------------------------------------------------------------------------------------
Security: 946760105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: CLMB
ISIN: US9467601053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jeff Geygan Mgmt For For
John McCarthy Mgmt For For
Andy Bryant Mgmt For For
Dale Foster Mgmt For For
Gerri Gold Mgmt For For
Greg Scorziello Mgmt For For
Kimberly Boren Mgmt For For
2. A non-binding advisory resolution to Mgmt For For
approve the compensation of the Company's
named executive officers, as described in
the Company's proxy statement.
3. The ratification of the appointment of BDO Mgmt For For
USA, LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
COLLEGIUM PHARMACEUTICAL, INC. Agenda Number: 935836164
--------------------------------------------------------------------------------------------------------------------------
Security: 19459J104
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: COLL
ISIN: US19459J1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Rita
Balice-Gordon, Ph.D.
1.2 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Garen Bohlin
1.3 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Joseph Ciaffoni
1.4 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: John Fallon M.D.
1.5 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: John Freund, M.D.
1.6 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Michael Heffernan,
R.Ph.
1.7 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Neil F. McFarlane
1.8 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Gwen Melincoff
1.9 Election of Director to hold office until Mgmt For For
the 2023 Annual Meeting: Gino Santini
2. Approval of, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
CROCS, INC. Agenda Number: 935860292
--------------------------------------------------------------------------------------------------------------------------
Security: 227046109
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: CROX
ISIN: US2270461096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Thomas J. Smach Mgmt For For
Beth J. Kaplan Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for fiscal year
2023.
3. An advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes to approve the compensation
of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CURTISS-WRIGHT CORPORATION Agenda Number: 935785329
--------------------------------------------------------------------------------------------------------------------------
Security: 231561101
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: CW
ISIN: US2315611010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lynn M. Bamford Mgmt For For
Dean M. Flatt Mgmt For For
S. Marce Fuller Mgmt For For
Bruce D. Hoechner Mgmt For For
Glenda J. Minor Mgmt For For
Anthony J. Moraco Mgmt For For
William F. Moran Mgmt For For
Robert J. Rivet Mgmt For For
Peter C. Wallace Mgmt For For
Larry D. Wyche Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for 2023
3. To approve an amendment to the Mgmt For For
Curtiss-Wright Corporation Incentive
Compensation Plan to expand the class of
employees eligible to receive awards under
the plan
4. An advisory (non-binding) vote to approve Mgmt For For
the compensation of the Company's named
executive officers
5. To approve on an advisory (non-binding) Mgmt 1 Year For
basis the frequency of future stockholder
advisory votes approving the compensation
of the Company's named executive officers
--------------------------------------------------------------------------------------------------------------------------
DIGI INTERNATIONAL INC. Agenda Number: 935749614
--------------------------------------------------------------------------------------------------------------------------
Security: 253798102
Meeting Type: Annual
Meeting Date: 27-Jan-2023
Ticker: DGII
ISIN: US2537981027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Satbir Khanuja, Ph.D. Mgmt For For
1b. Election of Director: Ronald E. Konezny Mgmt For For
2. Company proposal to approve, on a Mgmt For For
non-binding advisory basis, the
compensation paid to named executive
officers.
3. Company proposal to ratify the appointment Mgmt For For
of Deloitte & Touche LLP as independent
registered public accounting firm of the
company for the fiscal year ending
September 30, 2023.
4. Company proposal to approve the amendment Mgmt For For
and restatement of the Digi International
Inc. 2021 Omnibus Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
DIODES INCORPORATED Agenda Number: 935821745
--------------------------------------------------------------------------------------------------------------------------
Security: 254543101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: DIOD
ISIN: US2545431015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elizabeth (Beth) Bull Mgmt For For
1.2 Election of Director: Angie Chen Button Mgmt For For
1.3 Election of Director: Warren Chen Mgmt For For
1.4 Election of Director: Michael R. Giordano Mgmt For For
1.5 Election of Director: Keh-Shew Lu Mgmt For For
1.6 Election of Director: Peter M. Menard Mgmt For For
1.7 Election of Director: Christina Wen-Chi Mgmt For For
Sung
2. Approval of Executive Compensation. To Mgmt For For
approve, on an advisory basis, the
Company's executive compensation.
3. Frequency of Advisory Vote on Executive Mgmt 1 Year For
Compensation. To consider an advisory vote
on the frequency of the stockholder
advisory vote on executive compensation on
a three-, two- or one- year basis.
4. Ratification of Appointment of Independent Mgmt For For
Registered Public Accounting Firm. To
ratify appointment of Moss Adams LLP as the
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
DOCEBO INC. Agenda Number: 935864012
--------------------------------------------------------------------------------------------------------------------------
Security: 25609L105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: DCBO
ISIN: CA25609L1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Jason Chapnik Mgmt For For
Claudio Erba Mgmt For For
James Merkur Mgmt For For
Kristin Halpin Perry Mgmt For For
Steven E. Spooner Mgmt For For
William Anderson Mgmt For For
Trisha Price Mgmt For For
2 Appointment of KPMG LLP as Auditor of the Mgmt For For
Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
--------------------------------------------------------------------------------------------------------------------------
E.L.F. BEAUTY, INC. Agenda Number: 935688498
--------------------------------------------------------------------------------------------------------------------------
Security: 26856L103
Meeting Type: Annual
Meeting Date: 25-Aug-2022
Ticker: ELF
ISIN: US26856L1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Tarang Amin Mgmt For For
Tiffany Daniele Mgmt For For
Lori Keith Mgmt For For
Beth Pritchard Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending March 31, 2023
--------------------------------------------------------------------------------------------------------------------------
ENGAGESMART, INC. Agenda Number: 935801983
--------------------------------------------------------------------------------------------------------------------------
Security: 29283F103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: ESMT
ISIN: US29283F1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Matthew G. Hamilton Mgmt For For
David Mangum Mgmt For For
Raph Osnoss Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as EngageSmart, Inc.'s
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EVERI HOLDINGS INC. Agenda Number: 935854782
--------------------------------------------------------------------------------------------------------------------------
Security: 30034T103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: EVRI
ISIN: US30034T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Linster W. Fox Mgmt For For
Maureen T. Mullarkey Mgmt For For
Secil Tabli Watson Mgmt For For
2. Advisory approval, on a non-binding basis, Mgmt For For
of the compensation of our named executive
officers.
3. Advisory vote, on a non-binding basis, on Mgmt 1 Year For
the frequency of future advisory votes on
the compensation of our named executive
officers.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
EVOLENT HEALTH, INC. Agenda Number: 935843513
--------------------------------------------------------------------------------------------------------------------------
Security: 30050B101
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: EVH
ISIN: US30050B1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Barbarosh Mgmt For For
1b. Election of Director: Seth Blackley Mgmt For For
1c. Election of Director: M. Bridget Duffy, MD Mgmt For For
1d. Election of Director: Peter Grua Mgmt For For
1e. Election of Director: Diane Holder Mgmt For For
1f. Election of Director: Richard Jelinek Mgmt For For
1g. Election of Director: Kim Keck Mgmt For For
1h. Election of Director: Cheryl Scott Mgmt For For
1i. Election of Director: Tunde Sotunde, MD Mgmt For For
2. Proposal to ratify the appointment of Mgmt For For
Deloitte & Touche LLP as our independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. Proposal to approve the compensation of our Mgmt For For
named executive officers for 2022 on an
advisory basis.
4. Proposal to approve an amendment to the Mgmt For For
Amended and Restated Evolent Health, Inc.
2015 Omnibus Incentive Compensation Plan.
--------------------------------------------------------------------------------------------------------------------------
EXLSERVICE HOLDINGS, INC. Agenda Number: 935849705
--------------------------------------------------------------------------------------------------------------------------
Security: 302081104
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: EXLS
ISIN: US3020811044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vikram Pandit Mgmt For For
1b. Election of Director: Rohit Kapoor Mgmt For For
1c. Election of Director: Andreas Fibig Mgmt For For
1d. Election of Director: Som Mittal Mgmt For For
1e. Election of Director: Kristy Pipes Mgmt For For
1f. Election of Director: Nitin Sahney Mgmt For For
1g. Election of Director: Jaynie Studenmund Mgmt For For
2. The ratification of the selection of Mgmt For For
Deloitte & Touche LLP as the independent
registered public accounting firm of the
Company for fiscal year 2023.
3. The approval, on a non-binding advisory Mgmt For For
basis, of the compensation of the named
executive officers of the Company.
4. The approval, on a non-binding advisory Mgmt 1 Year For
basis, of the frequency of our future
non-binding advisory votes approving the
compensation of the named executive
officers of the Company.
5. The approval of an Amendment to our Amended Mgmt For For
and Restated Certificate of Incorporation
to effect a 5-for-1 "forward" stock split
with a corresponding increase in the
authorized number of shares of our common
stock.
6. The approval of an Amendment to our Amended Mgmt For For
and Restated Certificate of Incorporation
to allow for the removal of directors with
or without cause by the affirmative vote of
holders of a majority of the total
outstanding shares of our common stock.
--------------------------------------------------------------------------------------------------------------------------
FIRST WATCH RESTAURANT GROUP, INC. Agenda Number: 935812683
--------------------------------------------------------------------------------------------------------------------------
Security: 33748L101
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: FWRG
ISIN: US33748L1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Julie M.B. Bradley Mgmt For For
David Paresky Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP ("PwC") as the
independent registered public accounting
firm of the Company for the 2023 fiscal
year.
--------------------------------------------------------------------------------------------------------------------------
FOX FACTORY HOLDING CORP. Agenda Number: 935786636
--------------------------------------------------------------------------------------------------------------------------
Security: 35138V102
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: FOXF
ISIN: US35138V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director (term expires in Mgmt For For
2026): Elizabeth A. Fetter
1.2 Election of Director (term expires in Mgmt For For
2026): Dudley W. Mendenhall
2. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent public accountants
for fiscal year 2023.
3. To approve, on an advisory basis, the Mgmt For For
resolution approving the compensation of
Fox Factory Holding Corp.'s named executive
officers.
4. To approve, an amendment to our current Mgmt For For
Amended and Restated Certificate of
Incorporation to allow for the exculpation
of officers.
5. To approve, an amendment and restatement of Mgmt For For
our current Amended and Restated
Certificate of Incorporation to update,
clarify and remove outdated provisions.
--------------------------------------------------------------------------------------------------------------------------
HARMONIC INC. Agenda Number: 935851281
--------------------------------------------------------------------------------------------------------------------------
Security: 413160102
Meeting Type: Annual
Meeting Date: 23-Jun-2023
Ticker: HLIT
ISIN: US4131601027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Patrick J. Harshman Mgmt For For
1b. Election of Director: Patrick Gallagher Mgmt For For
1c. Election of Director: Deborah L. Clifford Mgmt For For
1d. Election of Director: Sophia Kim Mgmt For For
1e. Election of Director: David Krall Mgmt For For
1f. Election of Director: Mitzi Reaugh Mgmt For For
1g. Election of Director: Susan G. Swenson Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the named executive
officers.
3. To approve an amendment to the 2002 Mgmt For For
Employee Stock Purchase Plan to increase
the number of shares of common stock
reserved for issuance thereunder by 650,000
shares.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the independent registered public
accounting firm of the Company for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
HARROW HEALTH, INC. Agenda Number: 935852170
--------------------------------------------------------------------------------------------------------------------------
Security: 415858109
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: HROW
ISIN: US4158581094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Mark L. Baum Mgmt For For
Martin A. Makary Mgmt For For
Teresa F. Sparks Mgmt For For
Perry J. Sternberg Mgmt For For
R. Lawrence Van Horn Mgmt For For
2. Ratification of the selection of KMJ Corbin Mgmt For For
& Company LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
IBEX LIMITED Agenda Number: 935771635
--------------------------------------------------------------------------------------------------------------------------
Security: G4690M101
Meeting Type: Annual
Meeting Date: 21-Mar-2023
Ticker: IBEX
ISIN: BMG4690M1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the auditor's report and Mgmt For For
financial statements related to the fiscal
year ended on June 30, 2022.
2. To appoint Deloitte & Touche LLP as the Mgmt For For
Company's auditor for the ensuing year.
3. To delegate the determination of the Mgmt For For
auditor's remuneration to the Board of
Directors.
4. To set the number of Directors at eight (8) Mgmt For For
until the next AGM.
5. To confer general authority on the Board of Mgmt For For
Directors to fill vacancies, if any, until
the next AGM.
6. To confer general authority on the Board of Mgmt For For
Directors to appoint alternate Directors,
as and when it deems fit, until the next
AGM.
7. DIRECTOR
Mohammed Khaishgi Mgmt For For
Shuja Keen Mgmt For For
John Leone Mgmt For For
8. To ratify and confirm that each Director be Mgmt For For
compensated in accordance with their
respective Director Agreements between each
Director and the Company.
9. To ratify and confirm the acts of the Mgmt For For
Directors and officers of the Company.
--------------------------------------------------------------------------------------------------------------------------
IMPINJ, INC. Agenda Number: 935847799
--------------------------------------------------------------------------------------------------------------------------
Security: 453204109
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: PI
ISIN: US4532041096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Daniel Gibson Mgmt For For
1.2 Election of Director: Umesh Padval Mgmt For For
1.3 Election of Director: Steve Sanghi Mgmt For For
1.4 Election of Director: Cathal Phelan Mgmt For For
1.5 Election of Director: Meera Rao Mgmt For For
1.6 Election of Director: Chris Diorio Mgmt For For
1.7 Election of Director: Miron Washington Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
4. To approve a stockholder proposal regarding Shr Against For
certain limitations on future amendments to
our bylaws.
--------------------------------------------------------------------------------------------------------------------------
INDIE SEMICONDUCTOR, INC. Agenda Number: 935862121
--------------------------------------------------------------------------------------------------------------------------
Security: 45569U101
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: INDI
ISIN: US45569U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting: Diane
Biagianti
1.2 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting: Diane
Brink
1.3 Election of Class II Director for a term Mgmt For For
expiring at the 2026 Annual Meeting:
Karl-Thomas Neumann
2. To approve an amendment to our Amended and Mgmt For For
Restated Certificate of Incorporation to
increase the number of authorized shares of
Class A common stock, par value $0.0001 per
share from 250,000,000 to 400,000,000.
3. To approve an amendment to the 2021 Omnibus Mgmt For For
Equity Incentive Plan to increase the
number of shares of Class A common stock
reserved for issuance thereunder by
7,000,000 shares.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
INMODE LTD. Agenda Number: 935772144
--------------------------------------------------------------------------------------------------------------------------
Security: M5425M103
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: INMD
ISIN: IL0011595993
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Dr. Hadar Ron to serve as a Mgmt For For
Class I director of the Company, and to
hold office until the annual general
meeting of shareholders to be held in 2026
and until her successor is duly elected and
qualified, or until her earlier resignation
or retirement.
2. That the Company's authorized share capital Mgmt For For
be increased from NIS 1,000,000 divided
into 100,000,000 Ordinary Shares of a
nominal value of NIS 0.01 each, to NIS
2,000,000 divided into 200,000,000 Ordinary
Shares of a nominal value of NIS 0.01 each,
and that Article 5 of the Company's
Articles of Association be amended
accordingly.
3. To approve the amendment to the terms of Mgmt For For
engagement of Mr. Moshe Mizrahy, the Chief
Executive Officer of the Company and
Chairman of the Board, as described in the
Proxy Statement, dated February 14, 2023.
4. To approve the amendment to the terms of Mgmt For For
engagement of Dr. Michael Kreindel, the
Chief Technology Officer of the Company and
member of the Board, as described in the
Proxy Statement, dated February 14, 2023.
5. To approve and ratify the grant to each of Mgmt For For
the following Directors of the Company: Dr.
Michael Anghel, Mr. Bruce Mann and Dr.
Hadar Ron, 2,000 restricted share units
under the Company's 2018 Incentive Plan
totaling 6,000 restricted share units, half
of which shall vest on February 13, 2024,
and the remaining half shall vest on
February 13, 2025, subject to their
continued services on the date of vesting.
6. To approve the re-appointment of Kesselman Mgmt For For
& Kesselman Certified Public Accounts, a
member of PWC, as the Company's independent
auditors for the fiscal year ending
December 31, 2023, and its service until
the annual general meeting of shareholders
to be held in 2024.
--------------------------------------------------------------------------------------------------------------------------
INSPIRE MEDICAL SYSTEMS, INC. Agenda Number: 935779023
--------------------------------------------------------------------------------------------------------------------------
Security: 457730109
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: INSP
ISIN: US4577301090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Cynthia B. Burks Mgmt For For
Gary L. Ellis Mgmt For For
G.G. Melenikiotou Mgmt For For
Dana G. Mead Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm for 2023.
3. Approval, on an advisory (non-binding) Mgmt For For
basis, of the compensation of the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL MONEY EXPRESS, INC. Agenda Number: 935853398
--------------------------------------------------------------------------------------------------------------------------
Security: 46005L101
Meeting Type: Annual
Meeting Date: 23-Jun-2023
Ticker: IMXI
ISIN: US46005L1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Debra Bradford Mgmt For For
John Rincon Mgmt For For
2. Ratification of BDO USA, LLP as Mgmt For For
International Money Express, Inc.'s
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Approval of a non-binding advisory Mgmt For For
resolution regarding the compensation of
the named executive officers of
International Money Express, Inc.
4. A non-binding advisory resolution regarding Mgmt 1 Year For
the frequency of the vote regarding the
compensation of the named executive
officers of International Money Express,
Inc.
--------------------------------------------------------------------------------------------------------------------------
IRADIMED CORPORATION Agenda Number: 935860951
--------------------------------------------------------------------------------------------------------------------------
Security: 46266A109
Meeting Type: Annual
Meeting Date: 15-Jun-2023
Ticker: IRMD
ISIN: US46266A1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Roger Susi Mgmt For For
Monty Allen Mgmt For For
Anthony Vuoto Mgmt For For
Hilda Scharen-Guivel Mgmt For For
James Hawkins Mgmt For For
2. To ratify the appointment of RSM US LLP as Mgmt For For
the independent registered public
accounting firm of the Company for the year
ending December 31, 2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of the named
executive officers.
4. To vote, on an advisory basis, on the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. To approve the Iradimed Corporation 2023 Mgmt For For
Equity Incentive Plan.
6. To approve an amendment to our Restated Mgmt For For
Certificate of Incorporation to limit the
liability of certain officers of the
Company.
--------------------------------------------------------------------------------------------------------------------------
KARUNA THERAPEUTICS, INC. Agenda Number: 935860406
--------------------------------------------------------------------------------------------------------------------------
Security: 48576A100
Meeting Type: Annual
Meeting Date: 20-Jun-2023
Ticker: KRTX
ISIN: US48576A1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bill Meury Mgmt For For
1b. Election of Director: Laurie Olson Mgmt For For
1c. Election of Director: David Wheadon, M.D. Mgmt For For
2. To approve, on an advisory, non-binding Mgmt For For
basis, the compensation paid to our named
executive officers.
3. To ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
KINSALE CAPITAL GROUP, INC. Agenda Number: 935821113
--------------------------------------------------------------------------------------------------------------------------
Security: 49714P108
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: KNSL
ISIN: US49714P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael P. Kehoe Mgmt For For
1b. Election of Director: Steven J. Bensinger Mgmt For For
1c. Election of Director: Teresa P. Chia Mgmt For For
1d. Election of Director: Robert V. Hatcher, Mgmt For For
III
1e. Election of Director: Anne C. Kronenberg Mgmt For For
1f. Election of Director: Robert Lippincott, Mgmt For For
III
1g. Election of Director: James J. Ritchie Mgmt For For
1h. Election of Director: Frederick L. Russell, Mgmt For For
Jr.
1i. Election of Director: Gregory M. Share Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Ratification of the appointment of KPMG LLP Mgmt For For
as Independent Registered Public Accounting
Firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
KRYSTAL BIOTECH, INC. Agenda Number: 935797538
--------------------------------------------------------------------------------------------------------------------------
Security: 501147102
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: KRYS
ISIN: US5011471027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Krish S. Krishnan Mgmt For For
Kirti Ganorkar Mgmt For For
Christopher Mason Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for our fiscal year ending
December 31, 2023.
3. Approval of the compensation of the Mgmt For For
Company's named executive officers, on a
non-binding, advisory basis.
--------------------------------------------------------------------------------------------------------------------------
LANTRONIX, INC. Agenda Number: 935720640
--------------------------------------------------------------------------------------------------------------------------
Security: 516548203
Meeting Type: Annual
Meeting Date: 08-Nov-2022
Ticker: LTRX
ISIN: US5165482036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul Pickle Mgmt For For
1b. Election of Director: Jason Cohenour Mgmt For For
1c. Election of Director: Paul F. Folino Mgmt For For
1d. Election of Director: Phu Hoang Mgmt For For
1e. Election of Director: Heidi Nguyen Mgmt For For
1f. Election of Director: Hoshi Printer Mgmt For For
2. Ratification of the appointment of Baker Mgmt For For
Tilly US, LLP as Lantronix's independent
registered public accountants for the
fiscal year ending June 30, 2023.
3. Approval, on an advisory basis, of the Mgmt For For
compensation of Lantronix's named executive
officers.
4. Approval of amendments to the Lantronix, Mgmt For For
Inc. 2020 Performance Incentive Plan,
including to increase the number of shares
of common stock reserved for issuance under
the plan by 1,800,000 shares.
5. Approval of amendments to the Lantronix, Mgmt For For
Inc. 2013 Employee Stock Purchase Plan to
increase the number of shares of common
stock reserved for issuance under the plan
by 500,000 shares and approve a new 10-year
term for the plan.
--------------------------------------------------------------------------------------------------------------------------
LIBERTY ENERGY INC. Agenda Number: 935774883
--------------------------------------------------------------------------------------------------------------------------
Security: 53115L104
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: LBRT
ISIN: US53115L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Simon Ayat Mgmt For For
Gale A. Norton Mgmt For For
Cary D. Steinbeck Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of the Company's named
executive officers.
3. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
LIGAND PHARMACEUTICALS INCORPORATED Agenda Number: 935836734
--------------------------------------------------------------------------------------------------------------------------
Security: 53220K504
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: LGND
ISIN: US53220K5048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jason M. Aryeh Mgmt For For
Todd C. Davis Mgmt For For
Nancy R. Gray, Ph.D. Mgmt For For
Jason Haas Mgmt For For
John W. Kozarich, Ph.D. Mgmt For For
John L. LaMattina, Ph.D Mgmt For For
Stephen L. Sabba, M.D. Mgmt For For
2. Ratification of Ernst & Young LLP as Mgmt For For
Ligand's independent registered accounting
firm
3. Approval, on an advisory basis, of the Mgmt For For
compensation of the named executive
officers
4. Approval, on an advisory basis, of whether Mgmt 1 Year For
the stockholder vote to approve the
compensation of the named executive
officers should occur every one, two or
three years
--------------------------------------------------------------------------------------------------------------------------
MAGNITE, INC. Agenda Number: 935849539
--------------------------------------------------------------------------------------------------------------------------
Security: 55955D100
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: MGNI
ISIN: US55955D1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul Caine Mgmt For For
1b. Election of Director: Doug Knopper Mgmt For For
1c. Election of Director: David Pearson Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the company's independent
registered public accounting firm for the
current fiscal year.
3. To approve, on an advisory basis, of the Mgmt For For
compensation of the company's named
executive officers.
4. To approve the Magnite, Inc. Amended and Mgmt For For
Restated 2014 Equity Incentive Plan.
5. To approve the Magnite, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
MATADOR RESOURCES COMPANY Agenda Number: 935841470
--------------------------------------------------------------------------------------------------------------------------
Security: 576485205
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: MTDR
ISIN: US5764852050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph Wm. Foran Mgmt For For
1b. Election of Director: Reynald A. Baribault Mgmt For For
1c. Election of Director: Timothy E. Parker Mgmt For For
1d. Election of Director: Shelley F. Appel Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of the Company's named executive officers.
3. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MGP INGREDIENTS, INC. Agenda Number: 935825589
--------------------------------------------------------------------------------------------------------------------------
Security: 55303J106
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MGPI
ISIN: US55303J1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Thomas A. Gerke Mgmt For For
1b. Election of Director: Donn Lux Mgmt For For
1c. Election of Director: Kevin S. Rauckman Mgmt For For
1d. Election of Director: Todd B. Siwak Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm.
3. To adopt an advisory resolution to approve Mgmt For For
the compensation of our named executive
officers.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
NAPCO SECURITY TECHNOLOGIES, INC. Agenda Number: 935728228
--------------------------------------------------------------------------------------------------------------------------
Security: 630402105
Meeting Type: Annual
Meeting Date: 05-Dec-2022
Ticker: NSSC
ISIN: US6304021057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: Richard L. Soloway Mgmt For For
1.2 ELECTION OF DIRECTOR: Kevin S. Buchel Mgmt For For
2. TO CONSIDER ADOPTION OF THE 2022 EMPLOYEE Mgmt For For
STOCK OPTION PLAN
3. RATIFICATION OF BAKER TILLY US, LLP AS THE Mgmt For For
COMPANY'S 2022 INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS
4. ADVISORY RESOLUTION TO APPROVE THE Mgmt For For
COMPENSATION OF EXECUTIVE OFFICERS
--------------------------------------------------------------------------------------------------------------------------
NATERA, INC. Agenda Number: 935840529
--------------------------------------------------------------------------------------------------------------------------
Security: 632307104
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: NTRA
ISIN: US6323071042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rowan Chapman Mgmt For For
Herm Rosenman Mgmt For For
Jonathan Sheena Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Natera, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. To approve, on an advisory (non-binding) Mgmt For For
basis, the compensation of Natera, Inc.'s
named executive officers as disclosed in
the proxy statement.
--------------------------------------------------------------------------------------------------------------------------
ON HOLDING AG Agenda Number: 935824892
--------------------------------------------------------------------------------------------------------------------------
Security: H5919C104
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: ONON
ISIN: CH1134540470
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Acknowledgement of the Annual Report and Mgmt For For
the Audit Reports and Approval of the
Management Report, the Annual Consolidated
Financial Statements of On Holding AG and
the Annual Financial Statements of On
Holding AG for 2022
2. Appropriation of 2022 Financial Results Mgmt For For
3. Discharge of the Members of the Board of Mgmt For For
Directors and of the Executive Committee
4. Re-Election of Alex Perez as Proposed Mgmt For For
Representative of the Holders of Class A
Shares on the Board of Directors
5a. Re-Election of David Allemann as Member of Mgmt For For
the Board of Directors
5b. Re-Election of Amy Banse as Member of the Mgmt For For
Board of Directors
5c. Re-Election of Olivier Bernhard as Member Mgmt For For
of the Board of Directors
5d. Re-Election of Caspar Coppetti as Member of Mgmt For For
the Board of Directors
5e. Re-Election of Kenneth Fox as Member of the Mgmt For For
Board of Directors
5f. Re-Election of Alex Perez as Member of the Mgmt For For
Board of Directors
5g. Re-Election of Dennis Durkin as Member of Mgmt For For
the Board of Directors
6a. Re-Election of David Allemann as Mgmt For For
Co-Chairman of the Board of Directors
6b. Re-Election of Caspar Coppetti as Mgmt For For
Co-Chairman of the Board of Directors
7a. Re-Election of Kenneth Fox as Member of the Mgmt For For
Nomination and Compensation Committee
7b. Re-Election of Alex Perez as Member of the Mgmt For For
Nomination and Compensation Committee
7c. Re-Election of Amy Banse as Member of the Mgmt For For
Nomination and Compensation Committee
8. Re-Election of the Independent Proxy Mgmt For For
Representative
9. Re-Election of Statutory Auditors Mgmt For For
10a Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Consultative Vote
on the 2022 Compensation Report
10b Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Non-Executive Members of the Board of
Directors for the Period between this
Annual General Shareholders' Meeting and
the next Annual General Shareholders'
Meeting to be held in 2024
10c Compensation Report; Approval of the Mgmt For For
Compensation of the Board of Directors and
the Executive Committee: Approval of the
Maximum Aggregate Compensation for the
Members of the Executive Committee for the
Financial Year 2024
11a Amendment of the Articles of Association: Mgmt For For
Capital Band and Deletion of Authorized
Share Capita
11b Amendment of the Articles of Association: Mgmt For For
Shares and Share Register
11c Amendment of the Articles of Association: Mgmt For For
General Shareholders' Meeting (Powers,
Convocation, Representation, Resolutions,
Protocol and General Shareholders' Meetings
at Several Locations Simultaneously or in
Hybrid Form)
11d Amendment of the Articles of Association: Mgmt For For
Tasks, Meetings and Resolutions of the
Board of Directors, Supplementary Amount of
the Executive Committee, Mandates Outside
of the Group and Certain Editorial Changes
12. If a new proposal is made under a new or Mgmt Against
existing agenda item, I instruct the
Independent Proxy Representative to:
--------------------------------------------------------------------------------------------------------------------------
PARAGON 28, INC Agenda Number: 935800664
--------------------------------------------------------------------------------------------------------------------------
Security: 69913P105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: FNA
ISIN: US69913P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Quentin Blackford Mgmt For For
Alf Grunwald Mgmt For For
Stephen Oesterle, M.D. Mgmt For For
2. Approve an Amendment to the Paragon 28, Mgmt For For
Inc. Amended and Restated Certificate of
Incorporation to Declassify the Board of
Directors commencing with the 2028 annual
meeting of stockholders.
3. Approve an Amendment to the Paragon 28, Mgmt For For
Inc. Amended and Restated Certificate of
Incorporation to remove Super majority
Voting Requirements from and after the 2028
annual meeting of stockholders.
4. Ratify the Appointment of Deloitte & Touche Mgmt For For
LLP as the Company's Independent Registered
Public Accounting Firm for the Fiscal Year
Ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
PDF SOLUTIONS, INC. Agenda Number: 935850467
--------------------------------------------------------------------------------------------------------------------------
Security: 693282105
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: PDFS
ISIN: US6932821050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Joseph R. Bronson Mgmt For For
1.2 Election of Director: Ye Jane Li Mgmt For For
2. To ratify the appointment BPM LLP as our Mgmt For For
independent registered public accounting
firm for the year ending December 31, 2023.
3. To approve our Eighth Amended and Restated Mgmt For For
2011 Stock Incentive Plan.
4. To approve, by a non-binding advisory vote, Mgmt For For
the compensation of our named executive
officers disclosed in this Proxy Statement.
5. To approve, by a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future advisory votes
on named executive officer compensation.
--------------------------------------------------------------------------------------------------------------------------
PENUMBRA, INC. Agenda Number: 935825553
--------------------------------------------------------------------------------------------------------------------------
Security: 70975L107
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: PEN
ISIN: US70975L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Arani Bose, M.D. Mgmt For For
Bridget O'Rourke Mgmt For For
Surbhi Sarna Mgmt For For
2. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm for Penumbra, Inc.
for the fiscal year ending December 31,
2023.
3. To approve, on an advisory basis, the Mgmt For For
compensation of Penumbra, Inc.'s named
executive officers as disclosed in the
proxy statement.
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on named
executive officer compensation.
--------------------------------------------------------------------------------------------------------------------------
PERION NETWORK LTD Agenda Number: 935889696
--------------------------------------------------------------------------------------------------------------------------
Security: M78673114
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: PERI
ISIN: IL0010958192
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. To approve the re-election of Ms. Joy Mgmt For For
Marcus to serve as a director of the
Company until the third annual general
meeting of shareholders of the Company
following this meeting or her earlier
resignation or removal, as applicable.
1b. To approve the re-election of Mr. Michael Mgmt For For
Vorhaus to serve as a director of the
Company until the third annual general
meeting of shareholders of the Company
following this meeting or his earlier
resignation or removal, as applicable.
2. To approve the amendments of the Articles Mgmt For For
of Association and Memorandum of
Association of the Company to reflect the
increase of the authorized share capital of
the Company, as detailed in the Proxy
Statement, dated May 17, 2023.
3. To approve amendments to the terms of Mgmt For For
employment of Mr. Tal Jacobson in
connection with his appointment as the
Company's Chief Executive Officer, as
detailed in the Proxy Statement, dated May
17, 2023.
3a. Are you a controlling shareholder (as Mgmt Against
defined in the Proxy Statement) or do you
have a personal interest (as defined in the
Proxy Statement) in the approval of
Proposal 3? (Please note: If you do not
mark either 'Yes' or 'No', your shares will
not be voted for this Proposal). Mark "for"
= yes or "against" = no.
4. To appoint Kost Forer Gabbay & Kasierer, a Mgmt For For
member of Ernst & Young Global, as the
independent public auditors of the Company
for the year ending on December 31, 2023,
and until the next annual general meeting
of shareholders, and that the board of
directors of the Company, upon the
recommendation of the audit committee of
the Company, is authorized to determine the
compensation of said independent auditors
in accordance with the volume and nature of
their services.
--------------------------------------------------------------------------------------------------------------------------
PHREESIA, INC. Agenda Number: 935869478
--------------------------------------------------------------------------------------------------------------------------
Security: 71944F106
Meeting Type: Annual
Meeting Date: 28-Jun-2023
Ticker: PHR
ISIN: US71944F1066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Chaim Indig Mgmt For For
Michael Weintraub Mgmt For For
Edward Cahill Mgmt Withheld Against
2. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
January 31, 2024.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers, as disclosed in the
Proxy Statement.
4. To approve an amendment to our Seventh Mgmt For For
Amended and Restated Certificate of
Incorporation to limit the liability of
certain officers of the Company as
permitted pursuant to recent amendments to
Delaware General Corporation Law.
--------------------------------------------------------------------------------------------------------------------------
PLAYAGS, INC. Agenda Number: 935652037
--------------------------------------------------------------------------------------------------------------------------
Security: 72814N104
Meeting Type: Annual
Meeting Date: 01-Jul-2022
Ticker: AGS
ISIN: US72814N1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Adam Chibib Mgmt For For
2. To conduct an advisory vote to approve the Mgmt For For
compensation of the Company's named
executive officers.
3. To approve an amendment to the Company's Mgmt For For
Omnibus Incentive Plan to increase the
number of shares of common stock authorized
for issuance thereunder.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2022.
--------------------------------------------------------------------------------------------------------------------------
POWERSCHOOL HOLDINGS, INC. Agenda Number: 935826341
--------------------------------------------------------------------------------------------------------------------------
Security: 73939C106
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: PWSC
ISIN: US73939C1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David Armstrong Mgmt For For
Hardeep Gulati Mgmt For For
Betty Hung Mgmt For For
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the Company's independent
registered public accounting firm for the
year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
PRIVIA HEALTH GROUP, INC. Agenda Number: 935817594
--------------------------------------------------------------------------------------------------------------------------
Security: 74276R102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PRVA
ISIN: US74276R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Shawn Morris Mgmt For For
1.2 Election of Director: Jeff Bernstein Mgmt For For
1.3 Election of Director: Nancy Cocozza Mgmt For For
1.4 Election of Director: David King Mgmt For For
1.5 Election of Director: Thomas McCarthy Mgmt For For
1.6 Election of Director: Will Sherrill Mgmt For For
1.7 Election of Director: Bill Sullivan Mgmt For For
1.8 Election of Director: Patricia Maryland Mgmt For For
1.9 Election of Director: Jaewon Ryu, M.D. Mgmt For For
2. Approval, on an advisory (non-binding) Mgmt 1 Year For
basis, of the frequency of future advisory
votes on the compensation of our named
executive officers.
3. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
REMITLY GLOBAL, INC. Agenda Number: 935847321
--------------------------------------------------------------------------------------------------------------------------
Security: 75960P104
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: RELY
ISIN: US75960P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Bora Chung Mgmt For For
Laurent Le Moal Mgmt For For
Nigel Morris Mgmt For For
2. To approve on an advisory basis the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
REVANCE THERAPEUTICS, INC. Agenda Number: 935783490
--------------------------------------------------------------------------------------------------------------------------
Security: 761330109
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: RVNC
ISIN: US7613301099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jill Beraud Mgmt For For
Carey O'Connor Kolaja Mgmt For For
Vlad Coric, M.D. Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Approval of, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the
proxy statement.
--------------------------------------------------------------------------------------------------------------------------
SAIA, INC Agenda Number: 935796093
--------------------------------------------------------------------------------------------------------------------------
Security: 78709Y105
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: SAIA
ISIN: US78709Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Donna E. Epps Mgmt For For
1.2 Election of Director: John P. Gainor, Jr. Mgmt For For
1.3 Election of Director: Kevin A. Henry Mgmt For For
1.4 Election of Director: Frederick J. Mgmt For For
Holzgrefe, III
1.5 Election of Director: Donald R. James Mgmt For For
1.6 Election of Director: Randolph W. Melville Mgmt For For
1.7 Election of Director: Richard D. O'Dell Mgmt For For
2. Approve on an advisory basis the Mgmt For For
compensation of Saia's Named Executive
Officers
3. Approve on an advisory basis the frequency Mgmt 1 Year For
of future advisory votes on executive
compensation
4. Ratify the appointment of KPMG LLP as Mgmt For For
Saia's Independent Registered Public
Accounting Firm for fiscal year 2023
--------------------------------------------------------------------------------------------------------------------------
SITIME CORPORATION Agenda Number: 935828674
--------------------------------------------------------------------------------------------------------------------------
Security: 82982T106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: SITM
ISIN: US82982T1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Torsten G. Kreindl Mgmt For For
1.2 Election of Director: Akira Takata Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of SiTime's named executive
officers as disclosed in SiTime's proxy
statement.
3. To ratify the appointment by the audit Mgmt For For
committee of BDO USA, LLP as SiTime's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SKYWARD SPECIALTY INSURANCE GROUP, INC. Agenda Number: 935827040
--------------------------------------------------------------------------------------------------------------------------
Security: 830940102
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: SKWD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
James Hays Mgmt For For
Robert Creager Mgmt For For
2. To consider and vote upon the ratification Mgmt For For
of the selection of Ernst & Young LLP as
the Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SMARTSHEET INC. Agenda Number: 935852435
--------------------------------------------------------------------------------------------------------------------------
Security: 83200N103
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: SMAR
ISIN: US83200N1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Geoffrey T. Barker Mgmt For For
Matthew McIlwain Mgmt For For
James N. White Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
3. Approval, on an advisory basis, of the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
SOUNDTHINKING, INC. Agenda Number: 935859895
--------------------------------------------------------------------------------------------------------------------------
Security: 82536T107
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: SSTI
ISIN: US82536T1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class III Director: Ralph Clark Mgmt For For
1.2 Election of Class III Director: Marc Morial Mgmt For For
1.3 Election of Class III Director: Ruby Sharma Mgmt For For
2. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
3. Advisory vote on the frequency of Mgmt 1 Year For
stockholder advisory votes on the
compensation of the Company's named
executive officers.
4. Ratification of the appointment of Baker Mgmt For For
Tilly US, LLP as the Company's independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SPORTRADAR GROUP AG Agenda Number: 935800311
--------------------------------------------------------------------------------------------------------------------------
Security: H8088L103
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: SRAD
ISIN: CH1134239669
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Approval of the Management Report, Mgmt For For
Consolidated Financial Statements and
Statutory Financial Statements
1B Consultative vote on the Compensation Mgmt For For
Report
2 Approval of Appropriation of Available Mgmt For For
Earnings
3 Approval of Discharge of the Board of Mgmt For For
Directors and of Executive Management
4AA Election of Director: Deirdre Mary Bigley Mgmt For For
4AB Election of Director: John Andrew Doran Mgmt For For
4AC Election of Director: George Fleet Mgmt For For
4AD Election of Director: Carsten Koerl Mgmt For For
4AE Election of Director: Hafiz Lalani Mgmt For For
4AF Election of Director: Rajani Ramanathan Mgmt For For
4AG Election of Director: Marc Walder Mgmt For For
4AH Election of Director: William Jeffery Mgmt For For
Yabuki
4B Election of William Jeffery Yabuki as Chair Mgmt For For
of the Board of Directors
4CA Election of Compensation Committee: Deirdre Mgmt For For
Mary Bigley
4CB Election of Compensation Committee: John Mgmt For For
Andrew Doran
4CC Election of Compensation Committee: Hafiz Mgmt For For
Lalani
4CD Election of Compensation Committee: Marc Mgmt For For
Walder
5A Approval of the total maximum amount of Mgmt For For
Board compensation for the term of office
until the Annual General Meeting in 2024
5B Approval of the total maximum amount of Mgmt For For
Executive Management compensation for the
next financial year
6 Election of the law firm Furer Partner Mgmt For For
Advocaten KlG, Frauenfeld, Switzerland as
independent proxy
7A Election of KPMG AG, St. Gallen, Mgmt For For
Switzerland, as statutory auditors
7B Election of BDO, AG, St. Gallen, Mgmt For For
Switzerland, as special auditors
8A Amendments of the articles of association: Mgmt For For
Amendment of the Company's current
conditional share capital
8B Amendments of the articles of association: Mgmt For For
Replacement of the current authorized share
capital by a capital band
8C Amendments of the articles of association: Mgmt For For
Amendment of the provisions on compensation
in connection with the compensation policy
8D Amendments of the articles of association: Mgmt For For
Amendments in connection with shareholders'
rights and the preparation and conduct of
the Annual General Meeting
8E Amendments of the articles of association: Mgmt For For
Amendments in connection with the Board of
Directors and editorial changes
9A New or modified proposals or agenda items - Mgmt Against Against
motions by the Board
9B New or modified proposals or agenda items - Mgmt Abstain Against
motions by shareholders
--------------------------------------------------------------------------------------------------------------------------
SPROUT SOCIAL, INC. Agenda Number: 935817152
--------------------------------------------------------------------------------------------------------------------------
Security: 85209W109
Meeting Type: Annual
Meeting Date: 22-May-2023
Ticker: SPT
ISIN: US85209W1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director to serve until Mgmt For For
our 2026 annual meeting: Peter Barris
1b. Election of Class I Director to serve until Mgmt For For
our 2026 annual meeting: Raina Moskowitz
1c. Election of Class I Director to serve until Mgmt For For
our 2026 annual meeting: Karen Walker
2. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for our fiscal year ending December
31, 2023.
3. To conduct an advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
SPS COMMERCE, INC. Agenda Number: 935797348
--------------------------------------------------------------------------------------------------------------------------
Security: 78463M107
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: SPSC
ISIN: US78463M1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Archie Black Mgmt For For
1b. Election of Director: James Ramsey Mgmt For For
1c. Election of Director: Marty Reaume Mgmt For For
1d. Election of Director: Tami Reller Mgmt For For
1e. Election of Director: Philip Soran Mgmt For For
1f. Election of Director: Anne Sempowski Ward Mgmt For For
1g. Election of Director: Sven Wehrwein Mgmt For For
2. Ratification of the selection of KPMG LLP Mgmt For For
as the independent auditor of SPS Commerce,
Inc. for the fiscal year ending December
31, 2023.
3. Advisory approval of the compensation of Mgmt For For
the named executive officers of SPS
Commerce, Inc.
--------------------------------------------------------------------------------------------------------------------------
STERLING INFRASTRUCTURE, INC. Agenda Number: 935782145
--------------------------------------------------------------------------------------------------------------------------
Security: 859241101
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: STRL
ISIN: US8592411016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Roger A. Cregg Mgmt For For
1b. Election of Director: Joseph A. Cutillo Mgmt For For
1c. Election of Director: Julie A. Dill Mgmt For For
1d. Election of Director: Dana C. O'Brien Mgmt For For
1e. Election of Director: Charles R. Patton Mgmt For For
1f. Election of Director: Thomas M. White Mgmt For For
1g. Election of Director: Dwayne A. Wilson Mgmt For For
2. To approve an amendment to our Certificate Mgmt For For
of Incorporation to increase the number of
authorized shares of common stock to
58,000,000 shares
3. To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers
4. To approve, on an advisory basis, the Mgmt 1 Year For
frequency of future advisory votes on the
compensation of our named executive
officers
5. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for 2023
--------------------------------------------------------------------------------------------------------------------------
STONEX GROUP INC. Agenda Number: 935757851
--------------------------------------------------------------------------------------------------------------------------
Security: 861896108
Meeting Type: Annual
Meeting Date: 01-Mar-2023
Ticker: SNEX
ISIN: US8618961085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Annabelle G. Bexiga Mgmt For For
1.2 Election of Director: Scott J. Branch Mgmt For For
1.3 Election of Director: Diane L. Cooper Mgmt For For
1.4 Election of Director: John M. Fowler Mgmt For For
1.5 Election of Director: Steven Kass Mgmt For For
1.6 Election of Director: Sean M. O'Connor Mgmt For For
1.7 Election of Director: Eric Parthemore Mgmt For For
1.8 Election of Director: John Radziwill Mgmt For For
1.9 Election of Director: Dhamu R. Thamodaran Mgmt For For
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the 2023 fiscal year.
3. To approve the advisory (non-binding) Mgmt For For
resolution relating to executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
SUNOPTA INC. Agenda Number: 935830819
--------------------------------------------------------------------------------------------------------------------------
Security: 8676EP108
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: STKL
ISIN: CA8676EP1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dr. Albert Bolles Mgmt For For
1b. Election of Director: Rebecca Fisher Mgmt For For
1c. Election of Director: Joseph D. Ennen Mgmt For For
1d. Election of Director: Dean Hollis Mgmt For For
1e. Election of Director: Katrina Houde Mgmt For For
1f. Election of Director: Leslie Starr Keating Mgmt For For
1g. Election of Director: Diego Reynoso Mgmt For For
1h. Election of Director: Mahes S. Mgmt For For
Wickramasinghe
2. Appointment of Ernst & Young LLP Mgmt For For
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Vote to Approve Amended 2013 Stock Mgmt For For
Incentive Plan
5. Amendment of Bylaw No. 14 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SYNDAX PHARMACEUTICALS, INC Agenda Number: 935804775
--------------------------------------------------------------------------------------------------------------------------
Security: 87164F105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: SNDX
ISIN: US87164F1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Pierre Legault Mgmt For For
1.2 Election of Director: Michael A. Metzger Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers as disclosed in the 2023
proxy statement.
3. To ratify the selection of Deloitte & Mgmt For For
Touche LLP as the independent registered
public accounting firm of the Company for
its fiscal year ending December 31, 2023.
4. To approve an amendment to the Company's Mgmt For For
Amended and Restated Certificate of
Incorporation to increase the number of
authorized shares of common stock from
100,000,000 shares to 200,000,000 shares.
--------------------------------------------------------------------------------------------------------------------------
TACTILE SYSTEMS TECHNOLOGY, INC. Agenda Number: 935791625
--------------------------------------------------------------------------------------------------------------------------
Security: 87357P100
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: TCMD
ISIN: US87357P1003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Valerie Asbury Mgmt For For
Bill Burke Mgmt For For
Sheri Dodd Mgmt For For
Raymond Huggenberger Mgmt For For
Daniel Reuvers Mgmt For For
Brent Shafer Mgmt For For
Carmen Volkart Mgmt For For
2. Ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for the year ending
December 31, 2023.
3. Approve, on an advisory basis, the 2022 Mgmt For For
compensation of our named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
TECNOGLASS INC. Agenda Number: 935742901
--------------------------------------------------------------------------------------------------------------------------
Security: G87264100
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: TGLS
ISIN: KYG872641009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Class C Director: Jose Daes Mgmt For For
1B. Election of Class C Director: A. Lorne Weil Mgmt For For
2. Advisory approval of the compensation for Mgmt For For
the named executive officers.
--------------------------------------------------------------------------------------------------------------------------
TELA BIO, INC. Agenda Number: 935828547
--------------------------------------------------------------------------------------------------------------------------
Security: 872381108
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: TELA
ISIN: US8723811084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Doug Evans Mgmt For For
Lisa Colleran Mgmt For For
2. Ratification of Appointment of KPMG LLP as Mgmt For For
our Independent Registered Public
Accounting Firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
TEXAS ROADHOUSE,INC. Agenda Number: 935794570
--------------------------------------------------------------------------------------------------------------------------
Security: 882681109
Meeting Type: Annual
Meeting Date: 11-May-2023
Ticker: TXRH
ISIN: US8826811098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Michael A. Crawford Mgmt For For
1.2 Election of Director: Donna E. Epps Mgmt For For
1.3 Election of Director: Gregory N. Moore Mgmt For For
1.4 Election of Director: Gerald L. Morgan Mgmt For For
1.5 Election of Director: Curtis A. Warfield Mgmt For For
1.6 Election of Director: Kathleen M. Widmer Mgmt Withheld Against
1.7 Election of Director: James R. Zarley Mgmt For For
2. Proposal to Ratify the Appointment of KPMG Mgmt For For
LLP as Texas Roadhouse's Independent
Auditors for 2023.
3. Say on Pay - An Advisory Vote on the Mgmt For For
Approval of Executive Compensation.
4. Say When on Pay - An Advisory Vote on the Mgmt 1 Year For
Frequency of the Advisory Vote on Executive
Compensation.
5. An Advisory Vote on a Shareholder Proposal Shr Against For
Regarding the Issuance of a Climate Report.
--------------------------------------------------------------------------------------------------------------------------
THE CHEFS' WAREHOUSE, INC. Agenda Number: 935796182
--------------------------------------------------------------------------------------------------------------------------
Security: 163086101
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: CHEF
ISIN: US1630861011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ivy Brown Mgmt For For
1b. Election of Director: Dominick Cerbone Mgmt For For
1c. Election of Director: Joseph Cugine Mgmt For For
1d. Election of Director: Steven F. Goldstone Mgmt For For
1e. Election of Director: Alan Guarino Mgmt For For
1f. Election of Director: Stephen Hanson Mgmt For For
1g. Election of Director: Aylwin Lewis Mgmt For For
1h. Election of Director: Katherine Oliver Mgmt For For
1i. Election of Director: Christopher Pappas Mgmt For For
1j. Election of Director: John Pappas Mgmt For For
2. To ratify the selection of BDO USA, LLP as Mgmt For For
our independent registered public
accounting firm for the fiscal year ending
December 29, 2023.
3. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers as disclosed in the 2023
Proxy Statement.
4. To approve the Company's Employee Stock Mgmt For For
Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
THE VITA COCO COMPANY, INC. Agenda Number: 935835732
--------------------------------------------------------------------------------------------------------------------------
Security: 92846Q107
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: COCO
ISIN: US92846Q1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael Kirban Mgmt For For
John Leahy Mgmt For For
Kenneth Sadowsky Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TRANSMEDICS GROUP, INC. Agenda Number: 935821442
--------------------------------------------------------------------------------------------------------------------------
Security: 89377M109
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: TMDX
ISIN: US89377M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Waleed Hassanein, Mgmt For For
M.D.
1b. Election of Director: James R. Tobin Mgmt For For
1c. Election of Director: Edward M. Basile Mgmt For For
1d. Election of Director: Thomas J. Gunderson Mgmt For For
1e. Election of Director: Edwin M. Kania, Jr. Mgmt For For
1f. Election of Director: Stephanie Lovell Mgmt For For
1g. Election of Director: Merilee Raines Mgmt For For
1h. Election of Director: David Weill, M.D. Mgmt For For
2. To approve, on a non-binding advisory Mgmt For For
basis, the compensation paid to
TransMedics' named executive officers.
3. To approve an amendment to the TransMedics Mgmt For For
Group, Inc. 2019 Stock Incentive Plan to
increase the maximum aggregate number of
shares of common stock that may be issued
pursuant to awards granted under the
TransMedics Group, Inc. 2019 Stock
Incentive Plan as set forth in the proxy
statement.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as TransMedics
Group, Inc.'s independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
TREACE MEDICAL CONCEPTS, INC. Agenda Number: 935803773
--------------------------------------------------------------------------------------------------------------------------
Security: 89455T109
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: TMCI
ISIN: US89455T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lance A. Berry Mgmt For For
Elizabeth S. Hanna Mgmt For For
Jane E. Kiernan Mgmt For For
2. Proposal to ratify the appointment of Grant Mgmt For For
Thornton LLP as independent registered
public accounting firm for the year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
UFP TECHNOLOGIES, INC. Agenda Number: 935865569
--------------------------------------------------------------------------------------------------------------------------
Security: 902673102
Meeting Type: Annual
Meeting Date: 07-Jun-2023
Ticker: UFPT
ISIN: US9026731029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
R. Jeffrey Bailly Mgmt For For
Thomas Oberdorf Mgmt For For
Marc Kozin Mgmt For For
Daniel C. Croteau Mgmt For For
Cynthia L. Feldmann Mgmt For For
Joseph John Hassett Mgmt For For
Symeria Hudson Mgmt For For
2. To approve on a non-binding, advisory basis Mgmt For For
the compensation of our named executive
officers.
3. To approve the proposed amendment and Mgmt For For
restatement of the Company's Certificate of
Incorporation to provide limited
exculpation to the Company's officers, to
remove all references to Series A Junior
Participating Preferred Stock and to make
clarifying technical amendments to certain
definitions.
4. To ratify the appointment of Grant Thornton Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
WINGSTOP INC. Agenda Number: 935802062
--------------------------------------------------------------------------------------------------------------------------
Security: 974155103
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: WING
ISIN: US9741551033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director for a term Mgmt For For
that expires at the 2026 Annual Meeting:
Lynn Crump-Caine
1.2 Election of Class II Director for a term Mgmt For For
that expires at the 2026 Annual Meeting:
Wesley S. McDonald
1.3 Election of Class II Director for a term Mgmt For For
that expires at the 2026 Annual Meeting:
Ania M. Smith
2. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for fiscal year 2023
3. Approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers
--------------------------------------------------------------------------------------------------------------------------
WNS (HOLDINGS) LIMITED Agenda Number: 935703430
--------------------------------------------------------------------------------------------------------------------------
Security: 92932M101
Meeting Type: Annual
Meeting Date: 22-Sep-2022
Ticker: WNS
ISIN: US92932M1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the audited annual accounts of Mgmt For For
the Company for the financial year ended
March 31, 2022, together with the auditors'
report.
2. Re-appointment of Grant Thornton Bharat LLP Mgmt For For
as the auditors of the Company.
3. Approval of auditors' remuneration for the Mgmt For For
financial year ending March 31, 2023.
4. Re-election of the Class I Director, Mr. Mgmt For For
Timothy L Main.
5. Re-election of the Class I Director, Ms. Mgmt For For
Thi Nhuoc Lan Tu.
6. Re-election of the Class I Director, Mr. Mgmt For For
Mario P Vitale.
7. Re-election of the Class I Director Mr. Mgmt For For
Gareth Williams to serve until the end of
his term on December 31, 2022.
8. Approval of Directors' remuneration for the Mgmt For For
period from the Annual General Meeting
until the next annual general meeting of
the Company to be held in respect of the
financial year ending March 31, 2023.
9. Increase in the ordinary shares/American Mgmt For For
Depositary Shares ("ADSs") to be available
or reserved for grant under the Company's
2016 Incentive Award Plan as may be amended
and restated pursuant to and in accordance
with the terms thereof, the 2016 Incentive
Award Plan or ("the Plan") by 2.2 million
ordinary shares/ADSs, (representing 4.57 %
of the total outstanding share capital as
on June 30, 2022 excluding treasury shares)
and adoption of the Company's Fourth
Amended and ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
WORKIVA INC. Agenda Number: 935824727
--------------------------------------------------------------------------------------------------------------------------
Security: 98139A105
Meeting Type: Annual
Meeting Date: 30-May-2023
Ticker: WK
ISIN: US98139A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Michael M. Crow, Mgmt For For
Ph.D.
1.2 Election of Director: Julie Iskow Mgmt For For
2. Approval, on an advisory basis, of the Mgmt For For
compensation of Workiva's named executive
officers.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
XPONENTIAL FITNESS, INC Agenda Number: 935802113
--------------------------------------------------------------------------------------------------------------------------
Security: 98422X101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: XPOF
ISIN: US98422X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director to serve Mgmt For For
until the 2026 Annual Meeting: Chelsea
Grayson
1b. Election of Class II Director to serve Mgmt For For
until the 2026 Annual Meeting: Jair Clarke
2. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
ZETA GLOBAL HOLDINGS CORP. Agenda Number: 935844161
--------------------------------------------------------------------------------------------------------------------------
Security: 98956A105
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: ZETA
ISIN: US98956A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: William Landman Mgmt For For
1.2 Election of Director: Robert Niehaus Mgmt For For
1.3 Election of Director: Jeanine Silberblatt Mgmt For For
2. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
Calamos Total Return Bond Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
* Management position unknown
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) CALAMOS INVESTMENT TRUST/IL
By (Signature) /s/ John P. Calamos, Sr.
Name John P. Calamos, Sr.
Title President
Date 08/28/2023