UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM N-PX

         ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                               INVESTMENT COMPANY

                    Investment Company Act File No. 811-22080


                      FIRST TRUST DIVIDEND AND INCOME FUND
        ----------------------------------------------------------------
          Exact Name of Registrant as Specified in Declaration of Trust

           120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187
 ------------------------------------------------------------------------------
 Address of Principal Executive Offices (Number, Street, City, State, Zip Code)

                                W. Scott Jardine
                          First Trust Portfolios L.P.
                       120 East Liberty Drive, Suite 400
                             Wheaton, Illinois 60187
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  Name and Address (Number, Street, City, State, Zip Code) of Agent for Service

                                 (630) 765-8000
               --------------------------------------------------
               Registrant's Telephone Number, including Area Code


                      Date of fiscal year end: November 30
                                               -----------

             Date of reporting period: July 1, 2015 - June 30, 2016
                                       ----------------------------

Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, N.E., Washington
D.C. 20549. The OMB has reviewed this collection of information under the
clearance requirements of 44 U.S.C. Section 3507.




Item 1.  Proxy Voting Record




                                                                                        
Hercules Technology Growth Capital, Inc.
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Ticker                  HTGC
Provider Security ID    427096508
Meeting Date            07-Jul-15     Meeting Type  Annual
Record Date             15-Apr-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Allyn C. Woodward, Jr.     For              For           Yes      No
Management   1.2        Elect Director Thomas J. Fallon           For              For           Yes      No
Management   1.3        Elect Director Joseph F. Hoffman          For              For           Yes      No
Management   1.4        Elect Director Susanne D. Lyons           For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   3          Amend Omnibus Stock Plan                  For              For           Yes      No
Management   4          Approve Issuance of Shares Below Net      For              For           Yes      No
                        Asset Value (NAV)

National Grid plc
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Ticker                  NG.
Provider Security ID    636274300
Meeting Date            21-Jul-15     Meeting Type  Annual
Record Date             05-Jun-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Accept Financial Statements and           For              For           Yes      No
                        Statutory Reports
Management   2          Approve Final Dividend                    For              For           Yes      No
Management   3          Re-elect Sir Peter Gershon as Director    For              For           Yes      No
Management   4          Re-elect Steve Holliday as Director       For              For           Yes      No
Management   5          Re-elect Andrew Bonfield as Director      For              For           Yes      No
Management   6          Re-elect John Pettigrew as Director       For              For           Yes      No
Management   7          Elect Dean Seavers as Director            For              For           Yes      No
Management   8          Re-elect Nora Mead Brownell as            For              For           Yes      No
                        Director
Management   9          Re-elect Jonathan Dawson as Director      For              For           Yes      No
Management   10         Re-elect Therese Esperdy as Director      For              For           Yes      No
Management   11         Re-elect Paul Golby as Director           For              For           Yes      No
Management   12         Re-elect Ruth Kelly as Director           For              For           Yes      No
Management   13         Re-elect Mark Williamson as Director      For              For           Yes      No
Management   14         Reappoint PricewaterhouseCoopers LLP      For              For           Yes      No
                        as Auditors
Management   15         Authorize Board to Fix Remuneration       For              For           Yes      No
                        of Auditors
Management   16         Approve Remuneration Report               For              For           Yes      No
Management   17         Authorize Issue of Equity with Pre-       For              For           Yes      No
                        emptive Rights
Management   18         Authorize Issue of Equity without         For              For           Yes      No
                        Pre-emptive Rights
Management   19         Authorize Market Purchase of Ordinary     For              For           Yes      No
                        Shares
Management   20         Authorize the Company to Call EGM         For              For           Yes      No
                        with 14 Working Days' Notice

Microchip Technology Incorporated
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Ticker                  MCHP
Provider Security ID    595017104
Meeting Date            14-Aug-15     Meeting Type  Annual
Record Date             18-Jun-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Steve Sanghi               For              For           Yes      No
Management   1.2        Elect Director Matthew W. Chapman         For              For           Yes      No
Management   1.3        Elect Director L.B. Day                   For              For           Yes      No
Management   1.4        Elect Director Esther L. Johnson          For              For           Yes      No
Management   1.5        Elect Director Wade F. Meyercord          For              For           Yes      No
Management   2          Approve Conversion of Securities          For              For           Yes      No
Management   3          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   4          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation

Golar LNG Partners LP
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Ticker                  GMLP
Provider Security ID    Y2745C102
Meeting Date            23-Sep-15     Meeting Type  Annual
Record Date             28-Jul-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Elect Director Andrew J.D. Whalley        For              Against       Yes      Yes
Management   2          Elect Director Paul Leand Jr.             For              Against       Yes      Yes

ACE Limited
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Ticker                  ACE
Provider Security ID    H0023R105
Meeting Date            22-Oct-15     Meeting Type  Special
Record Date             10-Sep-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Increase Authorized Common Shares         For              For           Yes      No
Management   2          Change Company Name to Chubb Limited      For              For           Yes      No
Management   3          Issue Shares in Connection with Merger    For              For           Yes      No
Management   4.1        Elect Sheila P. Burke as Director         For              For           Yes      No
Management   4.2        Elect James I. Cash, Jr. as Director      For              For           Yes      No
Management   4.3        Elect Lawrence W. Kellner as Director     For              For           Yes      No
Management   4.4        Elect James M. Zimmerman as Director      For              For           Yes      No
Management   5          Approve the Increase in Maximum           For              For           Yes      No
                        Aggregate Remuneration of Directors
Management   A          Authorize Independent Representative      For              Against       Yes      Yes
                        to Vote on Any Amendment to Previous
                        Resolutions

Kayne Anderson MLP Investment Company
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Ticker                  KYN
Provider Security ID    486606106
Meeting Date            30-Oct-15     Meeting Type  Special
Record Date             24-Aug-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Approve Investment Advisory Agreement     For              For           Yes      No
                        Between KYN and KA Fund Advisors, LLC
Management   2          Adjourn Meeting                           For              For           Yes      No

Cardinal Health, Inc.
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Ticker                  CAH
Provider Security ID    14149Y108
Meeting Date            04-Nov-15     Meeting Type  Annual
Record Date             08-Sep-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director David J. Anderson          For              For           Yes      No
Management   1.2        Elect Director Colleen F. Arnold          For              For           Yes      No
Management   1.3        Elect Director George S. Barrett          For              For           Yes      No
Management   1.4        Elect Director Carrie S. Cox              For              For           Yes      No
Management   1.5        Elect Director Calvin Darden              For              For           Yes      No
Management   1.6        Elect Director Bruce L. Downey            For              For           Yes      No
Management   1.7        Elect Director Patricia A. Hemingway      For              For           Yes      No
                        Hall
Management   1.8        Elect Director Clayton M. Jones           For              For           Yes      No
Management   1.9        Elect Director Gregory B. Kenny           For              For           Yes      No
Management   1.10       Elect Director Nancy Killefer             For              For           Yes      No
Management   1.11       Elect Director David P. King              For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation

Automatic Data Processing, Inc.
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Ticker                  ADP
Provider Security ID    053015103
Meeting Date            10-Nov-15     Meeting Type  Annual
Record Date             11-Sep-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Ellen R. Alemany           For              For           Yes      No
Management   1.2        Elect Director Peter Bisson               For              For           Yes      No
Management   1.3        Elect Director Richard T. Clark           For              For           Yes      No
Management   1.4        Elect Director Eric C. Fast               For              For           Yes      No
Management   1.5        Elect Director Linda R. Gooden            For              For           Yes      No
Management   1.6        Elect Director Michael P. Gregoire        For              For           Yes      No
Management   1.7        Elect Director R. Glenn Hubbard           For              For           Yes      No
Management   1.8        Elect Director John P. Jones              For              For           Yes      No
Management   1.9        Elect Director Carlos A. Rodriguez        For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify  Deloitte & Touche LLP as          For              For           Yes      No
                        Auditors

South32 Limited
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Ticker                  S32
Provider Security ID    84473L105
Meeting Date            18-Nov-15     Meeting Type  Annual
Record Date             08-Oct-15
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   2          Elect Xolani Mkhwanazi as Director        For              For           Yes      No
Management   3          Elect David Crawford as Director          For              For           Yes      No
Management   4          Appoint KPMG as Auditor of the Company    For              For           Yes      No
Management   5          Approve the Remuneration Report           For              For           Yes      No
Management   6          Approve the Grant of Awards to Graham     For              For           Yes      No
                        Kerr, Chief Executive Officer and
                        Executive Director of the Company
Management   7          Approve the Giving of Benefits to a       For              For           Yes      No
                        Person Ceasing to Hold a Managerial
                        or Executive Office in the Company

Microsoft Corporation
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Ticker                  MSFT
Provider Security ID    594918104
Meeting Date            02-Dec-15     Meeting Type  Annual
Record Date             02-Oct-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director William H. Gates, lll      For              For           Yes      No
Management   1.2        Elect Director Teri L. List-Stoll         For              For           Yes      No
Management   1.3        Elect Director G. Mason Morfit            For              For           Yes      No
Management   1.4        Elect Director Satya Nadella              For              For           Yes      No
Management   1.5        Elect Director Charles H. Noski           For              For           Yes      No
Management   1.6        Elect Director Helmut Panke               For              For           Yes      No
Management   1.7        Elect Director Sandra E. Peterson         For              For           Yes      No
Management   1.8        Elect Director Charles W. Scharf          For              For           Yes      No
Management   1.9        Elect Director John W. Stanton            For              For           Yes      No
Management   1.10       Elect Director John W. Thompson           For              For           Yes      No
Management   1.11       Elect Director Padmasree Warrior          For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   3          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors

Medtronic plc
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Ticker                  MDT
Provider Security ID    G5960L103
Meeting Date            11-Dec-15     Meeting Type  Annual
Record Date             12-Oct-15
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                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Richard H. Anderson        For              For           Yes      No
Management   1b         Elect Director Craig Arnold               For              For           Yes      No
Management   1c         Elect Director Scott C. Donnelly          For              For           Yes      No
Management   1d         Elect Director Randall J. Hogan, III      For              For           Yes      No
Management   1e         Elect Director Omar Ishrak                For              For           Yes      No
Management   1f         Elect Director Shirley Ann Jackson        For              For           Yes      No
Management   1g         Elect Director Michael O. Leavitt         For              For           Yes      No
Management   1h         Elect Director James T. Lenehan           For              For           Yes      No
Management   1i         Elect Director Elizabeth G. Nabel         For              For           Yes      No
Management   1j         Elect Director Denise M. O'Leary          For              For           Yes      No
Management   1k         Elect Director Kendall J. Powell          For              For           Yes      No
Management   1l         Elect Director Robert C. Pozen            For              For           Yes      No
Management   1m         Elect Director Preetha Reddy              For              For           Yes      No
Management   2          Approve PricewaterhouseCoopers LLP as     For              For           Yes      No
                        Auditors and Authorize Board to Fix
                        Their Remuneration
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Advisory Vote on Say on Pay Frequency     One Year         One Year      Yes      No
Management   1a         Elect Director Richard H. Anderson        For              For           Yes      No
Management   1b         Elect Director Craig Arnold               For              For           Yes      No
Management   1c         Elect Director Scott C. Donnelly          For              For           Yes      No
Management   1d         Elect Director Randall J. Hogan, III      For              For           Yes      No
Management   1e         Elect Director Omar Ishrak                For              For           Yes      No
Management   1f         Elect Director Shirley Ann Jackson        For              For           Yes      No
Management   1g         Elect Director Michael O. Leavitt         For              For           Yes      No
Management   1h         Elect Director James T. Lenehan           For              For           Yes      No
Management   1i         Elect Director Elizabeth G. Nabel         For              For           Yes      No
Management   1j         Elect Director Denise M. O'Leary          For              For           Yes      No
Management   1k         Elect Director Kendall J. Powell          For              For           Yes      No
Management   1l         Elect Director Robert C. Pozen            For              For           Yes      No
Management   1m         Elect Director Preetha Reddy              For              For           Yes      No
Management   2          Approve PricewaterhouseCoopers LLP as     For              For           Yes      No
                        Auditors and Authorize Board to Fix
                        Their Remuneration
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Advisory Vote on Say on Pay Frequency     One Year         One Year      Yes      No

F.N.B. Corporation
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Ticker                  FNB
Provider Security ID    302520101
Meeting Date            14-Jan-16     Meeting Type  Special
Record Date             20-Nov-15
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Issue Shares in Connection with           For              For           Yes      No
                        Acquisition
Management   2          Adjourn Meeting                           For              For           Yes      No

Royal Dutch Shell plc
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Ticker                  RDSA
Provider Security ID    780259206
Meeting Date            27-Jan-16     Meeting Type  Special
Record Date             04-Jan-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Approve the Cash and Share Offer for      For              For           Yes      No
                        BG Group plc

Apple Inc.
------------------------------------------------------------------
Ticker                  AAPL
Provider Security ID    037833100
Meeting Date            26-Feb-16     Meeting Type  Annual
Record Date             28-Dec-15
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director James Bell                 For              For           Yes      No
Management   1.2        Elect Director Tim Cook                   For              For           Yes      No
Management   1.3        Elect Director Al Gore                    For              For           Yes      No
Management   1.4        Elect Director Bob Iger                   For              For           Yes      No
Management   1.5        Elect Director Andrea Jung                For              For           Yes      No
Management   1.6        Elect Director Art Levinson               For              For           Yes      No
Management   1.7        Elect Director Ron Sugar                  For              For           Yes      No
Management   1.8        Elect Director Sue Wagner                 For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Amend Omnibus Stock Plan                  For              For           Yes      No
Share Holder 5          Create Feasibility Plan for Net-Zero      Against          Against       Yes      No
                        GHG Emissions, Including for Major
                        Suppliers
Share Holder 6          Adopt Policy to Increase Diversity of     Against          Against       Yes      No
                        Senior Management and Board of
                        Directors
Share Holder 7          Report on Guidelines for Country          Against          Against       Yes      No
                        Selection
Share Holder 8          Adopt Proxy Access Right                  Against          For           Yes      Yes

Fifth Third Bancorp
------------------------------------------------------------------
Ticker                  FITB
Provider Security ID    316773100
Meeting Date            19-Apr-16     Meeting Type  Annual
Record Date             26-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Nicholas K. Akins          For              For           Yes      No
Management   1.2        Elect Director B. Evan Bayh, III          For              For           Yes      No
Management   1.3        Elect Director Jorge L. Benitez           For              For           Yes      No
Management   1.4        Elect Director Katherine B. Blackburn     For              For           Yes      No
Management   1.5        Elect Director Emerson L. Brumback        For              For           Yes      No
Management   1.6        Elect Director Greg D. Carmichael         For              For           Yes      No
Management   1.7        Elect Director Gary R. Heminger           For              For           Yes      No
Management   1.8        Elect Director Jewell D. Hoover           For              For           Yes      No
Management   1.9        Elect Director Michael B. McCallister     For              For           Yes      No
Management   1.10       Elect Director Hendrik G. Meijer          For              For           Yes      No
Management   1.11       Elect Director Marsha C. Williams         For              For           Yes      No
Management   2          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Advisory Vote on Say on Pay Frequency     One Year         One Year      Yes      No

M&T Bank Corporation
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Ticker                  MTB
Provider Security ID    55261F104
Meeting Date            19-Apr-16     Meeting Type  Annual
Record Date             29-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Brent D. Baird             For              For           Yes      No
Management   1.2        Elect Director C. Angela Bontempo         For              For           Yes      No
Management   1.3        Elect Director Robert T. Brady            For              For           Yes      No
Management   1.4        Elect Director T. Jefferson               For              For           Yes      No
                        Cunningham, III
Management   1.5        Elect Director Mark J. Czarnecki          For              For           Yes      No
Management   1.6        Elect Director Gary N. Geisel             For              For           Yes      No
Management   1.7        Elect Director Richard A. Grossi          For              For           Yes      No
Management   1.8        Elect Director John D. Hawke, Jr.         For              For           Yes      No
Management   1.9        Elect Director Patrick W.E. Hodgson       For              For           Yes      No
Management   1.10       Elect Director Richard G. King            For              For           Yes      No
Management   1.11       Elect Director Newton P.S. Merrill        For              For           Yes      No
Management   1.12       Elect Director Melinda R. Rich            For              For           Yes      No
Management   1.13       Elect Director Robert E. Sadler, Jr.      For              For           Yes      No
Management   1.14       Elect Director Denis J. Salamone          For              For           Yes      No
Management   1.15       Elect Director Herbert L. Washington      For              For           Yes      No
Management   1.16       Elect Director Robert G. Wilmers          For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors

Noble Corporation plc
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Ticker                  NE
Provider Security ID    G65431101
Meeting Date            22-Apr-16     Meeting Type  Annual
Record Date             29-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Elect Director Ashley Almanza             For              For           Yes      No
Management   2          Elect Director Michael A. Cawley          For              For           Yes      No
Management   3          Elect Director Julie H. Edwards           For              For           Yes      No
Management   4          Elect Director Gordon T. Hall             For              For           Yes      No
Management   5          Elect Director Scott D. Josey             For              For           Yes      No
Management   6          Elect Director Jon A. Marshall            For              For           Yes      No
Management   7          Elect Director Mary P. Ricciardello       For              For           Yes      No
Management   8          Elect Director David W. Williams          For              For           Yes      No
Management   9          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   10         Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Statutory Auditor
Management   11         Authorize Audit Committee to Fix          For              For           Yes      No
                        Remuneration of Statutory Auditors
Management   12         Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   13         Advisory Vote to Ratify Directors'        For              Against       Yes      Yes
                        Compensation Report
Management   14         Amend Omnibus Stock Plan                  For              Against       Yes      Yes

Honeywell International Inc.
------------------------------------------------------------------
Ticker                  HON
Provider Security ID    438516106
Meeting Date            25-Apr-16     Meeting Type  Annual
Record Date             26-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1A         Elect Director William S. Ayer            For              For           Yes      No
Management   1B         Elect Director Kevin Burke                For              For           Yes      No
Management   1C         Elect Director Jaime Chico Pardo          For              For           Yes      No
Management   1D         Elect Director David M. Cote              For              For           Yes      No
Management   1E         Elect Director D. Scott Davis             For              For           Yes      No
Management   1F         Elect Director Linnet F. Deily            For              For           Yes      No
Management   1G         Elect Director Judd Gregg                 For              For           Yes      No
Management   1H         Elect Director Clive Hollick              For              For           Yes      No
Management   1I         Elect Director Grace D. Lieblein          For              For           Yes      No
Management   1J         Elect Director George Paz                 For              For           Yes      No
Management   1K         Elect Director Bradley T. Sheares         For              For           Yes      No
Management   1L         Elect Director Robin L. Washington        For              For           Yes      No
Management   2          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No
Management   5          Approve Non-Employee Director Omnibus     For              For           Yes      No
                        Stock Plan
Share Holder 6          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 7          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 8          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Management   1A         Elect Director William S. Ayer            For              For           Yes      No
Management   1B         Elect Director Kevin Burke                For              For           Yes      No
Management   1C         Elect Director Jaime Chico Pardo          For              For           Yes      No
Management   1D         Elect Director David M. Cote              For              For           Yes      No
Management   1E         Elect Director D. Scott Davis             For              For           Yes      No
Management   1F         Elect Director Linnet F. Deily            For              For           Yes      No
Management   1G         Elect Director Judd Gregg                 For              For           Yes      No
Management   1H         Elect Director Clive Hollick              For              For           Yes      No
Management   1I         Elect Director Grace D. Lieblein          For              For           Yes      No
Management   1J         Elect Director George Paz                 For              For           Yes      No
Management   1K         Elect Director Bradley T. Sheares         For              For           Yes      No
Management   1L         Elect Director Robin L. Washington        For              For           Yes      No
Management   2          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No
Management   5          Approve Non-Employee Director Omnibus     For              For           Yes      No
                         Stock Plan
Share Holder 6          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 7          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 8          Report on Lobbying Payments and Policy    Against          For           Yes      Yes

BB&T Corporation
------------------------------------------------------------------
Ticker                  BBT
Provider Security ID    054937107
Meeting Date            26-Apr-16     Meeting Type  Annual
Record Date             17-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Jennifer S. Banner         For              For           Yes      No
Management   1.2        Elect Director K. David Boyer, Jr.        For              For           Yes      No
Management   1.3        Elect Director Anna R. Cablik             For              For           Yes      No
Management   1.4        Elect Director James A. Faulkner          For              For           Yes      No
Management   1.5        Elect Director I. Patricia Henry          For              For           Yes      No
Management   1.6        Elect Director Eric C. Kendrick           For              For           Yes      No
Management   1.7        Elect Director Kelly S. King              For              For           Yes      No
Management   1.8        Elect Director Louis B. Lynn              For              For           Yes      No
Management   1.9        Elect Director Edward C. Milligan         For              For           Yes      No
Management   1.10       Elect Director Charles A. Patton          For              For           Yes      No
Management   1.11       Elect Director Nido R. Qubein             For              For           Yes      No
Management   1.12       Elect Director William  J. Reuter         For              For           Yes      No
Management   1.13       Elect Director Tollie W. Rich, Jr.        For              For           Yes      No
Management   1.14       Elect Director Christine Sears            For              For           Yes      No
Management   1.15       Elect Director Thomas E. Skains           For              For           Yes      No
Management   1.16       Elect Director Thomas N. Thompson         For              For           Yes      No
Management   1.17       Elect Director Edwin H. Welch             For              For           Yes      No
Management   1.18       Elect Director Stephen T. Williams        For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation

Wells Fargo & Company
------------------------------------------------------------------
Ticker                  WFC
Provider Security ID    949746101
Meeting Date            26-Apr-16     Meeting Type  Annual
Record Date             01-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director John D. Baker, II          For              For           Yes      No
Management   1b         Elect Director Elaine L. Chao             For              For           Yes      No
Management   1c         Elect Director John S. Chen               For              For           Yes      No
Management   1d         Elect Director Lloyd H. Dean              For              For           Yes      No
Management   1e         Elect Director Elizabeth A. Duke          For              For           Yes      No
Management   1f         Elect Director Susan E. Engel             For              For           Yes      No
Management   1g         Elect Director Enrique Hernandez, Jr.     For              For           Yes      No
Management   1h         Elect Director Donald M. James            For              For           Yes      No
Management   1i         Elect Director Cynthia H. Milligan        For              For           Yes      No
Management   1j         Elect Director Federico F. Pena           For              For           Yes      No
Management   1k         Elect Director James H. Quigley           For              For           Yes      No
Management   1l         Elect Director Stephen W. Sanger          For              For           Yes      No
Management   1m         Elect Director John G. Stumpf             For              For           Yes      No
Management   1n         Elect Director Susan G. Swenson           For              For           Yes      No
Management   1o         Elect Director Suzanne M. Vautrinot       For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify KPMG LLP as Auditors               For              For           Yes      No
Share Holder 4          Require Independent Board Chairman        Against          Against       Yes      No
Share Holder 5          Report on Lobbying Payments and Policy    Against          Against       Yes      No
Management   1a         Elect Director John D. Baker, II          For              For           Yes      No
Management   1b         Elect Director Elaine L. Chao             For              For           Yes      No
Management   1c         Elect Director John S. Chen               For              For           Yes      No
Management   1d         Elect Director Lloyd H. Dean              For              For           Yes      No
Management   1e         Elect Director Elizabeth A. Duke          For              For           Yes      No
Management   1f         Elect Director Susan E. Engel             For              For           Yes      No
Management   1g         Elect Director Enrique Hernandez, Jr.     For              For           Yes      No
Management   1h         Elect Director Donald M. James            For              For           Yes      No
Management   1i         Elect Director Cynthia H. Milligan        For              For           Yes      No
Management   1j         Elect Director Federico F. Pena           For              For           Yes      No
Management   1k         Elect Director James H. Quigley           For              For           Yes      No
Management   1l         Elect Director Stephen W. Sanger          For              For           Yes      No
Management   1m         Elect Director John G. Stumpf             For              For           Yes      No
Management   1n         Elect Director Susan G. Swenson           For              For           Yes      No
Management   1o         Elect Director Suzanne M. Vautrinot       For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify KPMG LLP as Auditors               For              For           Yes      No
Share Holder 4          Require Independent Board Chairman        Against          Against       Yes      No
Share Holder 5          Report on Lobbying Payments and Policy    Against          Against       Yes      No

General Electric Company
------------------------------------------------------------------
Ticker                  GE
Provider Security ID    369604103
Meeting Date            27-Apr-16     Meeting Type  Annual
Record Date             29-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   A1         Elect Director Sebastien M. Bazin         For              For           Yes      No
Management   A2         Elect Director W. Geoffrey Beattie        For              For           Yes      No
Management   A3         Elect Director John J. Brennan            For              For           Yes      No
Management   A4         Elect Director Francisco D' Souza         For              For           Yes      No
Management   A5         Elect Director Marijn E. Dekkers          For              For           Yes      No
Management   A6         Elect Director Peter B. Henry             For              For           Yes      No
Management   A7         Elect Director Susan J. Hockfield         For              For           Yes      No
Management   A8         Elect Director Jeffrey R. Immelt          For              For           Yes      No
Management   A9         Elect Director Andrea Jung                For              For           Yes      No
Management   A10        Elect Director Robert W. Lane             For              For           Yes      No
Management   A11        Elect Director Rochelle B. Lazarus        For              For           Yes      No
Management   A12        Elect Director Lowell C. McAdam           For              For           Yes      No
Management   A13        Elect Director James J. Mulva             For              For           Yes      No
Management   A14        Elect Director James E. Rohr              For              For           Yes      No
Management   A15        Elect Director Mary L. Schapiro           For              For           Yes      No
Management   A16        Elect Director James S. Tisch             For              For           Yes      No
Management   B1         Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   B2         Ratify KPMG LLP as Auditors               For              For           Yes      No
Share Holder C1         Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder C2         Require Independent Board Chairman        Against          Against       Yes      No
Share Holder C3         Adopt Holy Land Principles                Against          Against       Yes      No
Share Holder C4         Restore or Provide for Cumulative         Against          Against       Yes      No
                        Voting
Share Holder C5         Performance-Based and/or Time-Based       Against          Against       Yes      No
                        Equity Awards
Share Holder C6         Report on Guidelines for Country          Against          Against       Yes      No
                        Selection
Management   A1         Elect Director Sebastien M. Bazin         For              For           Yes      No
Management   A2         Elect Director W. Geoffrey Beattie        For              For           Yes      No
Management   A3         Elect Director John J. Brennan            For              For           Yes      No
Management   A4         Elect Director Francisco D' Souza         For              For           Yes      No
Management   A5         Elect Director Marijn E. Dekkers          For              For           Yes      No
Management   A6         Elect Director Peter B. Henry             For              For           Yes      No
Management   A7         Elect Director Susan J. Hockfield         For              For           Yes      No
Management   A8         Elect Director Jeffrey R. Immelt          For              For           Yes      No
Management   A9         Elect Director Andrea Jung                For              For           Yes      No
Management   A10        Elect Director Robert W. Lane             For              For           Yes      No
Management   A11        Elect Director Rochelle B. Lazarus        For              For           Yes      No
Management   A12        Elect Director Lowell C. McAdam           For              For           Yes      No
Management   A13        Elect Director James J. Mulva             For              For           Yes      No
Management   A14        Elect Director James E. Rohr              For              For           Yes      No
Management   A15        Elect Director Mary L. Schapiro           For              For           Yes      No
Management   A16        Elect Director James S. Tisch             For              For           Yes      No
Management   B1         Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   B2         Ratify KPMG LLP as Auditors               For              For           Yes      No
Share Holder C1         Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder C2         Require Independent Board Chairman        Against          Against       Yes      No
Share Holder C3         Adopt Holy Land Principles                Against          Against       Yes      No
Share Holder C4         Restore or Provide for Cumulative         Against          Against       Yes      No
                        Voting
Share Holder C5         Performance-Based and/or Time-Based       Against          Against       Yes      No
                        Equity Awards
Share Holder C6         Report on Guidelines for Country          Against          Against       Yes      No
                        Selection

Pfizer Inc.
------------------------------------------------------------------
Ticker                  PFE
Provider Security ID    717081103
Meeting Date            28-Apr-16     Meeting Type  Annual
Record Date             01-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Dennis A. Ausiello         For              For           Yes      No
Management   1.2        Elect Director W. Don Cornwell            For              For           Yes      No
Management   1.3        Elect Director Joseph J. Echevarria       For              For           Yes      No
Management   1.4        Elect Director Frances D. Fergusson       For              For           Yes      No
Management   1.5        Elect Director Helen H. Hobbs             For              For           Yes      No
Management   1.6        Elect Director James M. Kilts             For              For           Yes      No
Management   1.7        Elect Director Shantanu Narayen           For              For           Yes      No
Management   1.8        Elect Director Suzanne Nora Johnson       For              For           Yes      No
Management   1.9        Elect Director Ian C. Read                For              For           Yes      No
Management   1.10       Elect Director Stephen W. Sanger          For              For           Yes      No
Management   1.11       Elect Director James C. Smith             For              For           Yes      No
Management   2          Ratify KPMG LLP as Auditors               For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 5          Give Shareholders Final Say on            Against          Against       Yes      No
                        Election of Directors
Share Holder 6          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 7          Prohibit Tax Gross-ups on Inversions      Against          Against       Yes      No

AstraZeneca plc
------------------------------------------------------------------
Ticker                  AZN
Provider Security ID    046353108
Meeting Date            29-Apr-16     Meeting Type  Annual
Record Date             14-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Accept Financial Statements and           For              For           Yes      No
                        Statutory Reports
Management   2          Approve Dividends                         For              For           Yes      No
Management   3          Reappoint KPMG LLP as Auditors            For              For           Yes      No
Management   4          Authorise Board to Fix Remuneration       For              For           Yes      No
                        of Auditors
Management   5a         Re-elect Leif Johansson as Director       For              For           Yes      No
Management   5b         Re-elect Pascal Soriot as Director        For              For           Yes      No
Management   5c         Re-elect Marc Dunoyer as Director         For              For           Yes      No
Management   5d         Re-elect Dr Cornelia Bargmann as          For              For           Yes      No
                        Director
Management   5e         Re-elect Genevieve Berger as Director     For              For           Yes      No
Management   5f         Re-elect Bruce Burlington as Director     For              For           Yes      No
Management   5g         Re-elect Ann Cairns as Director           For              For           Yes      No
Management   5h         Re-elect Graham Chipchase as Director     For              For           Yes      No
Management   5i         Re-elect Jean-Philippe Courtois as        For              For           Yes      No
                        Director
Management   5j         Re-elect Rudy Markham as Director         For              For           Yes      No
Management   5k         Re-elect Shriti Vadera as Director        For              For           Yes      No
Management   5l         Re-elect Marcus Wallenberg as Director    For              For           Yes      No
Management   6          Approve Remuneration Report               For              For           Yes      No
Management   7          Authorise EU Political Donations and      For              For           Yes      No
                        Expenditure
Management   8          Authorise Issue of Equity with Pre-       For              For           Yes      No
                        emptive Rights
Management   9          Authorise Issue of Equity without         For              For           Yes      No
                        Pre-emptive Rights
Management   10         Authorise Market Purchase of Ordinary     For              For           Yes      No
                        Shares
Management   11         Authorise the Company to Call General     For              For           Yes      No
                        Meeting with Two Weeks' Notice

AT&T Inc.
------------------------------------------------------------------
Ticker                  T
Provider Security ID    00206R102
Meeting Date            29-Apr-16     Meeting Type  Annual
Record Date             01-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Randall L. Stephenson      For              For           Yes      No
Management   1.2        Elect Director Samuel A. Di Piazza,       For              For           Yes      No
                        Jr.
Management   1.3        Elect Director Richard  W. Fisher         For              For           Yes      No
Management   1.4        Elect Director Scott T. Ford              For              For           Yes      No
Management   1.5        Elect Director Glenn H. Hutchins          For              For           Yes      No
Management   1.6        Elect Director William  E. Kennard        For              For           Yes      No
Management   1.7        Elect Director Michael B. McCallister     For              For           Yes      No
Management   1.8        Elect Director Beth  E. Mooney            For              For           Yes      No
Management   1.9        Elect Director Joyce M. Roche             For              For           Yes      No
Management   1.10       Elect Director Matthew K. Rose            For              For           Yes      No
Management   1.11       Elect Director Cynthia  B. Taylor         For              For           Yes      No
Management   1.12       Elect Director Laura D'Andrea Tyson       For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No
Share Holder 5          Report on Indirect Political              Against          For           Yes      Yes
                        Contributions
Share Holder 6          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 7          Require Independent Board Chairman        Against          Against       Yes      No
Management   1.1        Elect Director Randall L. Stephenson      For              For           Yes      No
Management   1.2        Elect Director Samuel A. Di Piazza,       For              For           Yes      No
                        Jr.
Management   1.3        Elect Director Richard  W. Fisher         For              For           Yes      No
Management   1.4        Elect Director Scott T. Ford              For              For           Yes      No
Management   1.5        Elect Director Glenn H. Hutchins          For              For           Yes      No
Management   1.6        Elect Director William  E. Kennard        For              For           Yes      No
Management   1.7        Elect Director Michael B. McCallister     For              For           Yes      No
Management   1.8        Elect Director Beth  E. Mooney            For              For           Yes      No
Management   1.9        Elect Director Joyce M. Roche             For              For           Yes      No
Management   1.10       Elect Director Matthew K. Rose            For              For           Yes      No
Management   1.11       Elect Director Cynthia  B. Taylor         For              For           Yes      No
Management   1.12       Elect Director Laura D'Andrea Tyson       For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No
Share Holder 5          Report on Indirect Political              Against          For           Yes      Yes
                        Contributions
Share Holder 6          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 7          Require Independent Board Chairman        Against          Against       Yes      No

National CineMedia, Inc.
------------------------------------------------------------------
Ticker                  NCMI
Provider Security ID    635309107
Meeting Date            29-Apr-16     Meeting Type  Annual
Record Date             10-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Peter B. Brandow           For              For           Yes      No
Management   1.2        Elect Director Lee Roy Mitchell           For              For           Yes      No
Management   1.3        Elect Director Craig R. Ramsey            For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Approve Omnibus Stock Plan                For              For           Yes      No
Management   4          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors

Occidental Petroleum Corporation
------------------------------------------------------------------
Ticker                  OXY
Provider Security ID    674599105
Meeting Date            29-Apr-16     Meeting Type  Annual
Record Date             29-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Spencer Abraham            For              For           Yes      No
Management   1.2        Elect Director Howard I. Atkins           For              For           Yes      No
Management   1.3        Elect Director Eugene L. Batchelder       For              For           Yes      No
Management   1.4        Elect Director Stephen I. Chazen          For              For           Yes      No
Management   1.5        Elect Director John E. Feick              For              For           Yes      No
Management   1.6        Elect Director Margaret M. Foran          For              For           Yes      No
Management   1.7        Elect Director Carlos M. Gutierrez        For              For           Yes      No
Management   1.8        Elect Director Vicki A. Hollub            For              For           Yes      No
Management   1.9        Elect Director William R. Klesse          For              For           Yes      No
Management   1.10       Elect Director Avedick B. Poladian        For              For           Yes      No
Management   1.11       Elect Director Elisse B. Walter           For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify KPMG LLP as Auditors               For              For           Yes      No
Share Holder 4          Review and Assess Membership of           Against          For           Yes      Yes
                        Lobbying Organizations
Share Holder 5          Annually Assess Portfolio Impacts of      Against          For           Yes      Yes
                        Policies to Meet 2 Degree Scenario
Share Holder 6          Amend Bylaws -- Call Special Meetings     Against          For           Yes      Yes
Share Holder 7          Report on Methane and Flaring             Against          For           Yes      Yes
                        Emissions Management and Reduction
                        Targets

American Express Company
------------------------------------------------------------------
Ticker                  AXP
Provider Security ID    025816109
Meeting Date            02-May-16     Meeting Type  Annual
Record Date             04-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Charlene Barshefsky        For              For           Yes      No
Management   1b         Elect Director Ursula M. Burns            For              For           Yes      No
Management   1c         Elect Director Kenneth I. Chenault        For              For           Yes      No
Management   1d         Elect Director Peter Chernin              For              For           Yes      No
Management   1e         Elect Director Ralph de la Vega           For              For           Yes      No
Management   1f         Elect Director Anne L. Lauvergeon         For              For           Yes      No
Management   1g         Elect Director Michael O. Leavitt         For              For           Yes      No
Management   1h         Elect Director Theodore J. Leonsis        For              For           Yes      No
Management   1i         Elect Director Richard C. Levin           For              For           Yes      No
Management   1j         Elect Director Samuel J. Palmisano        For              For           Yes      No
Management   1k         Elect Director Daniel L. Vasella          For              For           Yes      No
Management   1l         Elect Director Robert D. Walter           For              For           Yes      No
Management   1m         Elect Director Ronald A. Williams         For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No
Share Holder 5          Prepare Employment Diversity Report       Against          For           Yes      Yes
Share Holder 6          Report on Board Oversight of Privacy      Against          For           Yes      Yes
                        and Data Security and Requests for
                        Customer Information
Share Holder 7          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 8          Report on Lobbying Payments and Policy    Against          Against       Yes      No
Share Holder 9          Require Independent Board Chairman        Against          For           Yes      Yes

Philip Morris International Inc.
------------------------------------------------------------------
Ticker                  PM
Provider Security ID    718172109
Meeting Date            04-May-16     Meeting Type  Annual
Record Date             11-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Harold Brown               For              For           Yes      No
Management   1.2        Elect Director Andre Calantzopoulos       For              For           Yes      No
Management   1.3        Elect Director Louis C. Camilleri         For              For           Yes      No
Management   1.4        Elect Director Werner Geissler            For              For           Yes      No
Management   1.5        Elect Director Jennifer Li                For              For           Yes      No
Management   1.6        Elect Director Jun Makihara               For              For           Yes      No
Management   1.7        Elect Director Sergio Marchionne          For              Against       Yes      Yes
Management   1.8        Elect Director Kalpana Morparia           For              For           Yes      No
Management   1.9        Elect Director Lucio A. Noto              For              For           Yes      No
Management   1.10       Elect Director Frederik Paulsen           For              For           Yes      No
Management   1.11       Elect Director Robert B. Polet            For              For           Yes      No
Management   1.12       Elect Director Stephen M. Wolf            For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers SA as       For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Adopt Human Rights Policy, Including      Against          For           Yes      Yes
                        the Right to Health
Share Holder 5          Participate in OECD Mediation for         Against          For           Yes      Yes
                        Human Rights Violations

Regal Entertainment Group
------------------------------------------------------------------
Ticker                  RGC
Provider Security ID    758766109
Meeting Date            04-May-16     Meeting Type  Annual
Record Date             16-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Thomas D. Bell, Jr.        For              For           Yes      No
Management   1.2        Elect Director David H. Keyte             For              For           Yes      No
Management   1.3        Elect Director Amy E. Miles               For              For           Yes      No
Management   1.4        Elect Director Lee M. Thomas              For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify KPMG LLP as Auditors               For              For           Yes      No

Six Flags Entertainment Corporation
------------------------------------------------------------------
Ticker                  SIX
Provider Security ID    83001A102
Meeting Date            04-May-16     Meeting Type  Annual
Record Date             09-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Kurt M. Cellar             For              For           Yes      No
Management   1.2        Elect Director John M. Duffey             For              For           Yes      No
Management   1.3        Elect Director Charles A. Koppelman       For              For           Yes      No
Management   1.4        Elect Director Jon L. Luther              For              For           Yes      No
Management   1.5        Elect Director Usman Nabi                 For              For           Yes      No
Management   1.6        Elect Director Stephen D. Owens           For              For           Yes      No
Management   1.7        Elect Director James Reid-Anderson        For              For           Yes      No
Management   1.8        Elect Director Richard W. Roedel          For              For           Yes      No
Management   2          Ratify KPMG LLP as Auditors               For              For           Yes      No
Management   1.1        Elect Director Kurt M. Cellar             For              For           Yes      No
Management   1.2        Elect Director John M. Duffey             For              For           Yes      No
Management   1.3        Elect Director Charles A. Koppelman       For              For           Yes      No
Management   1.4        Elect Director Jon L. Luther              For              For           Yes      No
Management   1.5        Elect Director Usman Nabi                 For              For           Yes      No
Management   1.6        Elect Director Stephen D. Owens           For              For           Yes      No
Management   1.7        Elect Director James Reid-Anderson        For              For           Yes      No
Management   1.8        Elect Director Richard W. Roedel          For              For           Yes      No
Management   2          Ratify KPMG LLP as Auditors               For              For           Yes      No

Covanta Holding Corporation
------------------------------------------------------------------
Ticker                  CVA
Provider Security ID    22282E102
Meeting Date            05-May-16     Meeting Type  Annual
Record Date             15-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director David M. Barse             For              For           Yes      No
Management   1.2        Elect Director Ronald J. Broglio          For              For           Yes      No
Management   1.3        Elect Director Peter C.B. Bynoe           For              Withhold      Yes      Yes
Management   1.4        Elect Director Linda J. Fisher            For              For           Yes      No
Management   1.5        Elect Director Joseph M. Holsten          For              For           Yes      No
Management   1.6        Elect Director Stephen J. Jones           For              For           Yes      No
Management   1.7        Elect Director Anthony J. Orlando         For              For           Yes      No
Management   1.8        Elect Director Robert S. Silberman        For              For           Yes      No
Management   1.9        Elect Director Jean Smith                 For              For           Yes      No
Management   1.10       Elect Director Samuel Zell                For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No

DTE Energy Company
------------------------------------------------------------------
Ticker                  DTE
Provider Security ID    233331107
Meeting Date            05-May-16     Meeting Type  Annual
Record Date             08-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Gerard M. Anderson         For              For           Yes      No
Management   1.2        Elect Director David A. Brandon           For              For           Yes      No
Management   1.3        Elect Director W. Frank Fountain, Jr.     For              For           Yes      No
Management   1.4        Elect Director Charles G. McClure, Jr.    For              For           Yes      No
Management   1.5        Elect Director Gail J. McGovern           For              For           Yes      No
Management   1.6        Elect Director Mark A. Murray             For              For           Yes      No
Management   1.7        Elect Director James B. Nicholson         For              For           Yes      No
Management   1.8        Elect Director Charles W. Pryor, Jr.      For              For           Yes      No
Management   1.9        Elect Director Josue Robles, Jr.          For              For           Yes      No
Management   1.10       Elect Director Ruth G. Shaw               For              For           Yes      No
Management   1.11       Elect Director David A. Thomas            For              For           Yes      No
Management   1.12       Elect Director James H. Vandenberghe      For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Lobbying Payments and           Against          For           Yes      Yes
                        Political Contributions
Share Holder 5          Assess Plans to Increase Distributed      Against          For           Yes      Yes
                        Low-Carbon Electricity Generation
Management   1.1        Elect Director Gerard M. Anderson         For              For           Yes      No
Management   1.2        Elect Director David A. Brandon           For              For           Yes      No
Management   1.3        Elect Director W. Frank Fountain, Jr.     For              For           Yes      No
Management   1.4        Elect Director Charles G. McClure, Jr.    For              For           Yes      No
Management   1.5        Elect Director Gail J. McGovern           For              For           Yes      No
Management   1.6        Elect Director Mark A. Murray             For              For           Yes      No
Management   1.7        Elect Director James B. Nicholson         For              For           Yes      No
Management   1.8        Elect Director Charles W. Pryor, Jr.      For              For           Yes      No
Management   1.9        Elect Director Josue Robles, Jr.          For              For           Yes      No
Management   1.10       Elect Director Ruth G. Shaw               For              For           Yes      No
Management   1.11       Elect Director David A. Thomas            For              For           Yes      No
Management   1.12       Elect Director James H. Vandenberghe      For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Lobbying Payments and           Against          For           Yes      Yes
                        Political Contributions
Share Holder 5          Assess Plans to Increase Distributed      Against          For           Yes      Yes
                        Low-Carbon Electricity Generation

Verizon Communications Inc.
------------------------------------------------------------------
Ticker                  VZ
Provider Security ID    92343V104
Meeting Date            05-May-16     Meeting Type  Annual
Record Date             07-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Shellye L. Archambeau      For              For           Yes      No
Management   1.2        Elect Director Mark T. Bertolini          For              For           Yes      No
Management   1.3        Elect Director Richard L. Carrion         For              For           Yes      No
Management   1.4        Elect Director Melanie L. Healey          For              For           Yes      No
Management   1.5        Elect Director M. Frances Keeth           For              For           Yes      No
Management   1.6        Elect Director Karl-Ludwig Kley           For              For           Yes      No
Management   1.7        Elect Director Lowell C. McAdam           For              For           Yes      No
Management   1.8        Elect Director Donald T. Nicolaisen       For              For           Yes      No
Management   1.9        Elect Director Clarence Otis, Jr.         For              For           Yes      No
Management   1.10       Elect Director Rodney E. Slater           For              For           Yes      No
Management   1.11       Elect Director Kathryn A. Tesija          For              For           Yes      No
Management   1.12       Elect Director Gregory D. Wasson          For              For           Yes      No
Management   1.13       Elect Director Gregory G. Weaver          For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Adopt Quantitative Renewable Energy       Against          Against       Yes      No
                        Goals
Share Holder 5          Report on Indirect Political              Against          For           Yes      Yes
                        Contributions
Share Holder 6          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 7          Require Independent Board Chairman        Against          Against       Yes      No
Share Holder 8          Submit Severance Agreement (Change-       Against          For           Yes      Yes
                        in-Control) to Shareholder Vote
Share Holder 9          Stock Retention/Holding Period            Against          Against       Yes      No

AbbVie Inc.
------------------------------------------------------------------
Ticker                  ABBV
Provider Security ID    00287Y109
Meeting Date            06-May-16     Meeting Type  Annual
Record Date             09-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director William H.L. Burnside      For              For           Yes      No
Management   1.2        Elect Director Brett J. Hart              For              For           Yes      No
Management   1.3        Elect Director Edward J. Rapp             For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Declassify the Board of Directors         For              For           Yes      No
Management   5          Amend Executive Incentive Bonus Plan      For              For           Yes      No
Share Holder 6          Report on Policies for Safe Disposal      Against          Against       Yes      No
                        of Prescription Drugs by Users
Share Holder 7          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Management   1.1        Elect Director William H.L. Burnside      For              For           Yes      No
Management   1.2        Elect Director Brett J. Hart              For              For           Yes      No
Management   1.3        Elect Director Edward J. Rapp             For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Declassify the Board of Directors         For              For           Yes      No
Management   5          Amend Executive Incentive Bonus Plan      For              For           Yes      No
Share Holder 6          Report on Policies for Safe Disposal      Against          Against       Yes      No
                        of Prescription Drugs by Users
Share Holder 7          Report on Lobbying Payments and Policy    Against          For           Yes      Yes

ConocoPhillips
------------------------------------------------------------------
Ticker                  COP
Provider Security ID    20825C104
Meeting Date            10-May-16     Meeting Type  Annual
Record Date             14-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Richard L. Armitage        For              For           Yes      No
Management   1b         Elect Director Richard H. Auchinleck      For              For           Yes      No
Management   1c         Elect Director Charles E. Bunch           For              For           Yes      No
Management   1d         Elect Director James E. Copeland, Jr.     For              For           Yes      No
Management   1e         Elect Director John V. Faraci             For              For           Yes      No
Management   1f         Elect Director Jody L. Freeman            For              For           Yes      No
Management   1g         Elect Director Gay Huey Evans             For              For           Yes      No
Management   1h         Elect Director Ryan M. Lance              For              For           Yes      No
Management   1i         Elect Director Arjun N. Murti             For              For           Yes      No
Management   1j         Elect Director Robert A. Niblock          For              For           Yes      No
Management   1k         Elect Director Harald J. Norvik           For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 5          Adjust Executive Compensation Program     Against          Against       Yes      No
                         for Reserve Write-Downs
Management   1a         Elect Director Richard L. Armitage        For              For           Yes      No
Management   1b         Elect Director Richard H. Auchinleck      For              For           Yes      No
Management   1c         Elect Director Charles E. Bunch           For              For           Yes      No
Management   1d         Elect Director James E. Copeland, Jr.     For              For           Yes      No
Management   1e         Elect Director John V. Faraci             For              For           Yes      No
Management   1f         Elect Director Jody L. Freeman            For              For           Yes      No
Management   1g         Elect Director Gay Huey Evans             For              For           Yes      No
Management   1h         Elect Director Ryan M. Lance              For              For           Yes      No
Management   1i         Elect Director Arjun N. Murti             For              For           Yes      No
Management   1j         Elect Director Robert A. Niblock          For              For           Yes      No
Management   1k         Elect Director Harald J. Norvik           For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 5          Adjust Executive Compensation Program     Against          Against       Yes      No
                         for Reserve Write-Downs

LyondellBasell Industries NV
------------------------------------------------------------------
Ticker                  LYB
Provider Security ID    N53745100
Meeting Date            11-May-16     Meeting Type  Annual
Record Date             13-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Jacques Aigrain to Supervisory      For              For           Yes      No
                        Board
Management   1b         Elect Lincoln Benet to Supervisory        For              For           Yes      No
                        Board
Management   1c         Elect Nance K. Dicciani to                For              For           Yes      No
                        Supervisory Board
Management   1d         Elect Bruce A. Smith to Supervisory       For              For           Yes      No
                        Board
Management   2a         Elect Thomas Aebischer to Management      For              For           Yes      No
                        Board
Management   2b         Elect Dan Coombs to Management Board      For              For           Yes      No
Management   2c         Elect James D. Guilfoyle to               For              For           Yes      No
                        Management Board
Management   3          Adopt Financial Statements and            For              For           Yes      No
                        Statutory Reports
Management   4          Approve Discharge of Management Board     For              For           Yes      No
Management   5          Approve Discharge of Supervisory Board    For              For           Yes      No
Management   6          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   7          Ratify PricewaterhouseCoopers             For              For           Yes      No
                        Accountants N.V. as Auditors
Management   8          Approve Dividends of USD 3.12 Per         For              For           Yes      No
                        Share
Management   9          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   10         Authorize Repurchase of Up to 10          For              For           Yes      No
                        Percent of Issued Share Capital

Ares Capital Corporation
------------------------------------------------------------------
Ticker                  ARCC
Provider Security ID    04010L103
Meeting Date            12-May-16     Meeting Type  Annual
Record Date             04-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director R. Kipp deVeer             For              For           Yes      No
Management   1.2        Elect Director Daniel G. Kelly, Jr.       For              For           Yes      No
Management   1.3        Elect Director Eric B. Siegel             For              For           Yes      No
Management   2          Ratify KPMG LLP as Auditors               For              For           Yes      No
Management   1          Approve Issuance of Shares Below Net      For              For           Yes      No
                        Asset Value (NAV)

Invesco Ltd.
------------------------------------------------------------------
Ticker                  IVZ
Provider Security ID    G491BT108
Meeting Date            12-May-16     Meeting Type  Annual
Record Date             14-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Joseph R. Canion           For              For           Yes      No
Management   1.2        Elect Director Martin L. Flanagan         For              For           Yes      No
Management   1.3        Elect Director C. Robert Henrikson        For              For           Yes      No
Management   1.4        Elect Director Ben F. Johnson, III        For              For           Yes      No
Management   1.5        Elect Director Edward P. Lawrence         For              For           Yes      No
Management   1.6        Elect Director Nigel Sheinwald            For              For           Yes      No
Management   1.7        Elect Director Phoebe A. Wood             For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Approve Omnibus Stock Plan                For              For           Yes      No
Management   4          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors

PacWest Bancorp
------------------------------------------------------------------
Ticker                  PACW
Provider Security ID    695263103
Meeting Date            16-May-16     Meeting Type  Annual
Record Date             21-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Paul R. Burke              For              For           Yes      No
Management   1.2        Elect Director Craig A. Carlson           For              For           Yes      No
Management   1.3        Elect Director John M. Eggemeyer          For              For           Yes      No
Management   1.4        Elect Director Barry C. Fitzpatrick       For              For           Yes      No
Management   1.5        Elect Director Andrew B. Fremder          For              For           Yes      No
Management   1.6        Elect Director C. William Hosler          For              For           Yes      No
Management   1.7        Elect Director Susan E. Lester            For              For           Yes      No
Management   1.8        Elect Director Roger H. Molvar            For              For           Yes      No
Management   1.9        Elect Director James J. Pieczynski        For              For           Yes      No
Management   1.10       Elect Director Daniel B. Platt            For              For           Yes      No
Management   1.11       Elect Director Robert A. Stine            For              For           Yes      No
Management   1.12       Elect Director Matthew P. Wagner          For              For           Yes      No
Management   2          Amend Omnibus Stock Plan                  For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Ratify KPMG LLP as Auditors               For              For           Yes      No
Management   5          Adjourn Meeting                           For              Against       Yes      Yes
Management   6          Other Business                            For              Against       Yes      Yes

Arthur J. Gallagher & Co.
------------------------------------------------------------------
Ticker                  AJG
Provider Security ID    363576109
Meeting Date            17-May-16     Meeting Type  Annual
Record Date             23-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Sherry S. Barrat           For              For           Yes      No
Management   1b         Elect Director William L. Bax             For              For           Yes      No
Management   1c         Elect Director D. John Coldman            For              For           Yes      No
Management   1d         Elect Director Frank E. English, Jr       For              For           Yes      No
Management   1e         Elect Director J. Patrick Gallagher,      For              For           Yes      No
                        Jr.
Management   1f         Elect Director Elbert O. Hand             For              For           Yes      No
Management   1g         Elect Director David S. Johnson           For              For           Yes      No
Management   1h         Elect Director Kay W. McCurdy             For              For           Yes      No
Management   1i         Elect Director Ralph J. Nicoletti         For              For           Yes      No
Management   1j         Elect Director Norman L. Rosenthal        For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation

DineEquity, Inc.
------------------------------------------------------------------
Ticker                  DIN
Provider Security ID    254423106
Meeting Date            17-May-16     Meeting Type  Annual
Record Date             23-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Howard M. Berk             For              For           Yes      No
Management   1.2        Elect Director Daniel J. Brestle          For              For           Yes      No
Management   1.3        Elect Director Caroline W. Nahas          For              For           Yes      No
Management   1.4        Elect Director Gilbert T. Ray             For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No

JPMorgan Chase & Co.
------------------------------------------------------------------
Ticker                  JPM
Provider Security ID    46625H100
Meeting Date            17-May-16     Meeting Type  Annual
Record Date             18-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Linda B. Bammann           For              For           Yes      No
Management   1b         Elect Director James A. Bell              For              For           Yes      No
Management   1c         Elect Director Crandall C. Bowles         For              For           Yes      No
Management   1d         Elect Director Stephen B. Burke           For              For           Yes      No
Management   1e         Elect Director James S. Crown             For              For           Yes      No
Management   1f         Elect Director James Dimon                For              For           Yes      No
Management   1g         Elect Director Timothy P. Flynn           For              For           Yes      No
Management   1h         Elect Director Laban P. Jackson, Jr.      For              For           Yes      No
Management   1i         Elect Director Michael A. Neal            For              For           Yes      No
Management   1j         Elect Director Lee R. Raymond             For              For           Yes      No
Management   1k         Elect Director William C. Weldon          For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Share Holder 4          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 5          Provide Vote Counting to Exclude          Against          Against       Yes      No
                        Abstentions
Share Holder 6          Prohibit Accelerated Vesting of           Against          For           Yes      Yes
                        Awards to Pursue Government Service
Share Holder 7          Appoint Committee to Explore the          Against          For           Yes      Yes
                        Feasibly to Divest Non-Core Banking
                        Segments
Share Holder 8          Clawback Amendment                        Against          Against       Yes      No
Share Holder 9          Adopt Executive Compensation              Against          Against       Yes      No
                        Philosophy with Social Factors

The Charles Schwab Corporation
------------------------------------------------------------------
Ticker                  SCHW
Provider Security ID    808513105
Meeting Date            17-May-16     Meeting Type  Annual
Record Date             18-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director John K. Adams, Jr.         For              For           Yes      No
Management   1b         Elect Director Stephen A. Ellis           For              For           Yes      No
Management   1c         Elect Director Arun Sarin                 For              For           Yes      No
Management   1d         Elect Director Charles R. Schwab          For              For           Yes      No
Management   1e         Elect Director Paula A. Sneed             For              For           Yes      No
Management   2          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 5          Prepare Employment Diversity Report       Against          For           Yes      Yes

F.N.B. Corporation
------------------------------------------------------------------
Ticker                  FNB
Provider Security ID    302520101
Meeting Date            18-May-16     Meeting Type  Annual
Record Date             09-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director William B. Campbell        For              For           Yes      No
Management   1.2        Elect Director James D. Chiafullo         For              For           Yes      No
Management   1.3        Elect Director Vincent J. Delie, Jr.      For              For           Yes      No
Management   1.4        Elect Director Laura E. Ellsworth         For              For           Yes      No
Management   1.5        Elect Director Stephen J. Gurgovits       For              For           Yes      No
Management   1.6        Elect Director Robert A. Hormell          For              For           Yes      No
Management   1.7        Elect Director David J. Malone            For              For           Yes      No
Management   1.8        Elect Director D. Stephen Martz           For              For           Yes      No
Management   1.9        Elect Director Robert J. McCarthy, Jr.    For              For           Yes      No
Management   1.10       Elect Director Frank C. Mencini           For              For           Yes      No
Management   1.11       Elect Director David L. Motley            For              For           Yes      No
Management   1.12       Elect Director Gary L. Nalbandian         For              For           Yes      No
Management   1.13       Elect Director Heidi A. Nicholas          For              For           Yes      No
Management   1.14       Elect Director John S. Stanik             For              For           Yes      No
Management   1.15       Elect Director William J. Strimbu         For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   4          Change State of Incorporation [from       For              Against       Yes      Yes
                        Florida to Pennsylvania]

Altria Group, Inc.
------------------------------------------------------------------
Ticker                  MO
Provider Security ID    02209S103
Meeting Date            19-May-16     Meeting Type  Annual
Record Date             28-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Gerald L. Baliles          For              For           Yes      No
Management   1.2        Elect Director Martin J. Barrington       For              For           Yes      No
Management   1.3        Elect Director John T. Casteen, III       For              For           Yes      No
Management   1.4        Elect Director Dinyar S. Devitre          For              For           Yes      No
Management   1.5        Elect Director Thomas F. Farrell, II      For              For           Yes      No
Management   1.6        Elect Director Thomas W. Jones            For              For           Yes      No
Management   1.7        Elect Director Debra J. Kelly-Ennis       For              For           Yes      No
Management   1.8        Elect Director W. Leo Kiely, III          For              For           Yes      No
Management   1.9        Elect Director Kathryn B. McQuade         For              For           Yes      No
Management   1.10       Elect Director George Munoz               For              For           Yes      No
Management   1.11       Elect Director Nabil Y. Sakkab            For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Health Impacts of Additives     Against          Against       Yes      No
                        and Chemicals in Products
Share Holder 5          Participate in OECD Mediation for         Against          For           Yes      Yes
                        Human Rights Violations

Chubb Limited
------------------------------------------------------------------
Ticker                  CB
Provider Security ID    H1467J104
Meeting Date            19-May-16     Meeting Type  Annual
Record Date             28-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Accept Financial Statements and           For              For           Yes      No
                        Statutory Reports
Management   2.1        Allocate Disposable Profit                For              For           Yes      No
Management   2.2        Approve Dividend Distribution From        For              For           Yes      No
                        Legal Reserves Through Capital
                        Contributions Reserve Subaccount
Management   3          Approve Discharge of Board and Senior     For              For           Yes      No
                         Management
Management   4.1        Ratify PricewaterhouseCoopers AG          For              For           Yes      No
                        (Zurich) as Auditors
Management   4.2        Ratify PricewaterhouseCoopers LLP         For              For           Yes      No
                        (United States) as Independent
                        Registered Accounting Firm as Auditors
Management   4.3        Ratify BDO AG (Zurich) as Special         For              For           Yes      No
                        Auditors
Management   5.1        Elect Director Evan G. Greenberg          For              For           Yes      No
Management   5.2        Elect Director Robert M. Hernandez        For              For           Yes      No
Management   5.3        Elect Director Michael G. Atieh           For              For           Yes      No
Management   5.4        Elect Director Sheila P. Burke            For              For           Yes      No
Management   5.5        Elect Director James I. Cash              For              For           Yes      No
Management   5.6        Elect Director Mary A. Cirillo            For              For           Yes      No
Management   5.7        Elect Director Michael P. Connors         For              For           Yes      No
Management   5.8        Elect Director John Edwardson             For              For           Yes      No
Management   5.9        Elect Director Lawrence W. Kellner        For              For           Yes      No
Management   5.10       Elect Director Leo F. Mullin              For              For           Yes      No
Management   5.11       Elect Director Kimberly Ross              For              For           Yes      No
Management   5.12       Elect Director Robert Scully              For              For           Yes      No
Management   5.13       Elect Director Eugene B. Shanks, Jr.      For              For           Yes      No
Management   5.14       Elect Director Theodore E. Shasta         For              For           Yes      No
Management   5.15       Elect Director David Sidwell              For              For           Yes      No
Management   5.16       Elect Director Olivier Steimer            For              For           Yes      No
Management   5.17       Elect Director James M. Zimmerman         For              For           Yes      No
Management   6          Elect Evan G. Greenberg as Board          For              Against       Yes      Yes
                        Chairman
Management   7.1        Appoint Michael P. Connors as Member      For              For           Yes      No
                        of the Compensation Committee
Management   7.2        Appoint Mary A. Cirillo as Member of      For              For           Yes      No
                        the Compensation Committee
Management   7.3        Appoint Robert M. Hernandez as Member     For              For           Yes      No
                         of the Compensation Committee
Management   7.4        Appoint Robert Scully as Member of        For              For           Yes      No
                        the Compensation Committee
Management   7.5        Appoint James M. Zimmerman as Member      For              For           Yes      No
                        of the Compensation Committee
Management   8          Designate Homburger AG as Independent     For              For           Yes      No
                        Proxy
Management   9          Issue Shares Without Preemptive Rights    For              For           Yes      No
Management   10         Approve Omnibus Stock Plan                For              For           Yes      No
Management   11.1       Approve the Increase in Maximum           For              For           Yes      No
                        Aggregate Remuneration of Directors
Management   11.2       Approve Remuneration of Executive         For              Against       Yes      Yes
                        Committee in the Amount of CHF 44
                        Million for Fiscal 2017
Management   12         Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   13         Transact Other Business (Voting)          For              Against       Yes      Yes

Crown Castle International Corp.
------------------------------------------------------------------
Ticker                  CCI
Provider Security ID    22822V101
Meeting Date            19-May-16     Meeting Type  Annual
Record Date             28-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director P. Robert Bartolo          For              For           Yes      No
Management   1b         Elect Director Jay A. Brown               For              For           Yes      No
Management   1c         Elect Director Cindy Christy              For              For           Yes      No
Management   1d         Elect Director Ari Q. Fitzgerald          For              For           Yes      No
Management   1e         Elect Director Robert E. Garrison II      For              For           Yes      No
Management   1f         Elect Director Dale N. Hatfield           For              For           Yes      No
Management   1g         Elect Director Lee W. Hogan               For              For           Yes      No
Management   1h         Elect Director Edward C. Hutcheson,       For              For           Yes      No
                        Jr.
Management   1i         Elect Director J. Landis Martin           For              For           Yes      No
Management   1j         Elect Director Robert F. McKenzie         For              For           Yes      No
Management   1k         Elect Director Anthony J. Melone          For              For           Yes      No
Management   1l         Elect Director W. Benjamin Moreland       For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation

CVS Health Corporation
------------------------------------------------------------------
Ticker                  CVS
Provider Security ID    126650100
Meeting Date            19-May-16     Meeting Type  Annual
Record Date             24-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Richard M. Bracken         For              For           Yes      No
Management   1b         Elect Director C. David Brown, II         For              For           Yes      No
Management   1c         Elect Director Alecia A. DeCoudreaux      For              For           Yes      No
Management   1d         Elect Director Nancy-Ann M. DeParle       For              For           Yes      No
Management   1e         Elect Director David W. Dorman            For              For           Yes      No
Management   1f         Elect Director Anne M. Finucane           For              For           Yes      No
Management   1g         Elect Director Larry J. Merlo             For              For           Yes      No
Management   1h         Elect Director Jean-Pierre Millon         For              For           Yes      No
Management   1i         Elect Director Richard J. Swift           For              For           Yes      No
Management   1j         Elect Director William C. Weldon          For              For           Yes      No
Management   1k         Elect Director Tony L. White              For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Report on Consistency Between             Against          Against       Yes      No
                        Corporate Values and Political
                        Contributions
Share Holder 5          Report on Pay Disparity                   Against          Against       Yes      No

Intel Corporation
------------------------------------------------------------------
Ticker                  INTC
Provider Security ID    458140100
Meeting Date            19-May-16     Meeting Type  Annual
Record Date             21-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Charlene Barshefsky        For              For           Yes      No
Management   1b         Elect Director Aneel Bhusri               For              For           Yes      No
Management   1c         Elect Director Andy D. Bryant             For              For           Yes      No
Management   1d         Elect Director John J. Donahoe            For              For           Yes      No
Management   1e         Elect Director Reed E. Hundt              For              For           Yes      No
Management   1f         Elect Director Brian M. Krzanich          For              For           Yes      No
Management   1g         Elect Director James D. Plummer           For              For           Yes      No
Management   1h         Elect Director David S. Pottruck          For              For           Yes      No
Management   1i         Elect Director Frank D. Yeary             For              For           Yes      No
Management   1j         Elect Director David B. Yoffie            For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Adopt Holy Land Principles                Against          Against       Yes      No
Share Holder 5          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 6          Provide Vote Counting to Exclude          Against          Against       Yes      No
                        Abstentions
Management   1a         Elect Director Charlene Barshefsky        For              For           Yes      No
Management   1b         Elect Director Aneel Bhusri               For              For           Yes      No
Management   1c         Elect Director Andy D. Bryant             For              For           Yes      No
Management   1d         Elect Director John J. Donahoe            For              For           Yes      No
Management   1e         Elect Director Reed E. Hundt              For              For           Yes      No
Management   1f         Elect Director Brian M. Krzanich          For              For           Yes      No
Management   1g         Elect Director James D. Plummer           For              For           Yes      No
Management   1h         Elect Director David S. Pottruck          For              For           Yes      No
Management   1i         Elect Director Frank D. Yeary             For              For           Yes      No
Management   1j         Elect Director David B. Yoffie            For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Adopt Holy Land Principles                Against          Against       Yes      No
Share Holder 5          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 6          Provide Vote Counting to Exclude          Against          Against       Yes      No
                        Abstentions

L Brands, Inc.
------------------------------------------------------------------
Ticker                  LB
Provider Security ID    501797104
Meeting Date            19-May-16     Meeting Type  Annual
Record Date             24-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Dennis S. Hersch           For              For           Yes      No
Management   1.2        Elect Director David T. Kollat            For              For           Yes      No
Management   1.3        Elect Director Leslie H. Wexner           For              For           Yes      No
Management   2          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Management   3          Eliminate Supermajority Vote              For              For           Yes      No
                        Requirement
Management   4          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 5          Proxy Access                              Against          For           Yes      Yes

B&G Foods, Inc.
------------------------------------------------------------------
Ticker                  BGS
Provider Security ID    05508R106
Meeting Date            24-May-16     Meeting Type  Annual
Record Date             28-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director DeAnn L. Brunts            For              For           Yes      No
Management   1.2        Elect Director Robert C. Cantwell         For              For           Yes      No
Management   1.3        Elect Director Charles F. Marcy           For              For           Yes      No
Management   1.4        Elect Director Dennis M. Mullen           For              For           Yes      No
Management   1.5        Elect Director Cheryl M. Palmer           For              For           Yes      No
Management   1.6        Elect Director Alfred Poe                 For              For           Yes      No
Management   1.7        Elect Director Stephen C. Sherrill        For              For           Yes      No
Management   1.8        Elect Director David L. Wenner            For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify KPMG LLP as Auditors               For              For           Yes      No

Merck & Co., Inc.
------------------------------------------------------------------
Ticker                  MRK
Provider Security ID    58933Y105
Meeting Date            24-May-16     Meeting Type  Annual
Record Date             31-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Leslie A. Brun             For              For           Yes      No
Management   1b         Elect Director Thomas R. Cech             For              For           Yes      No
Management   1c         Elect Director Pamela J. Craig            For              For           Yes      No
Management   1d         Elect Director Kenneth C. Frazier         For              For           Yes      No
Management   1e         Elect Director Thomas H. Glocer           For              For           Yes      No
Management   1f         Elect Director C. Robert Kidder           For              For           Yes      No
Management   1g         Elect Director Rochelle B. Lazarus        For              For           Yes      No
Management   1h         Elect Director Carlos E. Represas         For              For           Yes      No
Management   1i         Elect Director Paul B. Rothman            For              For           Yes      No
Management   1j         Elect Director Patricia F. Russo          For              For           Yes      No
Management   1k         Elect Director Craig B. Thompson          For              For           Yes      No
Management   1l         Elect Director Wendell P. Weeks           For              For           Yes      No
Management   1m         Elect Director Peter C. Wendell           For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Share Holder 4          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 5          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 6          Report on Policies for Safe Disposal      Against          Against       Yes      No
                        of Prescription Drugs by Users
Management   1a         Elect Director Leslie A. Brun             For              For           Yes      No
Management   1b         Elect Director Thomas R. Cech             For              For           Yes      No
Management   1c         Elect Director Pamela J. Craig            For              For           Yes      No
Management   1d         Elect Director Kenneth C. Frazier         For              For           Yes      No
Management   1e         Elect Director Thomas H. Glocer           For              For           Yes      No
Management   1f         Elect Director C. Robert Kidder           For              For           Yes      No
Management   1g         Elect Director Rochelle B. Lazarus        For              For           Yes      No
Management   1h         Elect Director Carlos E. Represas         For              For           Yes      No
Management   1i         Elect Director Paul B. Rothman            For              For           Yes      No
Management   1j         Elect Director Patricia F. Russo          For              For           Yes      No
Management   1k         Elect Director Craig B. Thompson          For              For           Yes      No
Management   1l         Elect Director Wendell P. Weeks           For              For           Yes      No
Management   1m         Elect Director Peter C. Wendell           For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Share Holder 4          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent
Share Holder 5          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 6          Report on Policies for Safe Disposal      Against          Against       Yes      No
                        of Prescription Drugs by Users

Royal Dutch Shell plc
------------------------------------------------------------------
Ticker                  RDSA
Provider Security ID    780259206
Meeting Date            24-May-16     Meeting Type  Annual
Record Date             14-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Accept Financial Statements and           For              For           Yes      No
                        Statutory Reports
Management   2          Approve Remuneration Report               For              For           Yes      No
Management   3          Re-elect Ben van Beurden as Director      For              For           Yes      No
Management   4          Re-elect Guy Elliott as Director          For              For           Yes      No
Management   5          Re-elect Euleen Goh as Director           For              For           Yes      No
Management   6          Re-elect Simon Henry as Director          For              For           Yes      No
Management   7          Re-elect Charles Holliday as Director     For              For           Yes      No
Management   8          Re-elect Gerard Kleisterlee as            For              For           Yes      No
                        Director
Management   9          Re-elect Sir Nigel Sheinwald as           For              For           Yes      No
                        Director
Management   10         Re-elect Linda Stuntz as Director         For              For           Yes      No
Management   11         Re-elect Hans Wijers as Director          For              For           Yes      No
Management   12         Re-elect Patricia Woertz as Director      For              For           Yes      No
Management   13         Re-elect Gerrit Zalm as Director          For              For           Yes      No
Management   14         Appoint Ernst & Young LLP as Auditors     For              For           Yes      No
Management   15         Authorise the Audit Committee to Fix      For              For           Yes      No
                        Remuneration of Auditors
Management   16         Authorise Issue of Equity with Pre-       For              For           Yes      No
                        emptive Rights
Management   17         Authorise Issue of Equity without         For              For           Yes      No
                        Pre-emptive Rights
Management   18         Authorise Market Purchase of Ordinary     For              For           Yes      No
                        Shares
Share Holder 19         Approve that Shell will become a          Against          Against       Yes      No
                        Renewable Energy Company by Investing
                        the Profits from Fossil Fuels in
                        Renewable Energy

Total SA
------------------------------------------------------------------
Ticker                  FP
Provider Security ID    89151E109
Meeting Date            24-May-16     Meeting Type  Annual/Special
Record Date             22-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Approve Financial Statements and          For              For           Yes      No
                        Statutory Reports
Management   2          Approve Consolidated Financial            For              For           Yes      No
                        Statements and Statutory Reports
Management   3          Approve Allocation of Income and          For              For           Yes      No
                        Dividends of EUR 2.44 per Share
Management   4          Approve Stock Dividend Program (Cash      For              For           Yes      No
                        or New Shares)
Management   5          Authorize Repurchase of Up to 10          For              For           Yes      No
                        Percent of Issued Share Capital
Management   6          Reelect Gerard Lamarche as Director       For              Against       Yes      Yes
Management   7          Elect Maria Van der Hoeven as Director    For              For           Yes      No
Management   8          Elect Jean Lemierre as Director           For              For           Yes      No
Management   9          Elect Renata Perycz as Representative     For              For           Yes      No
                        of Employee Shareholders to the Board
Management   A          Elect Charles Keller as                   Against          Against       Yes      No
                        Representative of Employee
                        Shareholders to the Board
Management   B          Elect Werner Guyot as Representative      Against          Against       Yes      No
                        of Employee Shareholders to the Board
Management   10         Renew Appointment of Ernst and Young      For              For           Yes      No
                        Audit as Auditor
Management   11         Renew Appointment of KPMG SA as           For              For           Yes      No
                        Auditor
Management   12         Renew Appointment of Auditex as           For              For           Yes      No
                        Alternate Auditor
Management   13         Appoint Salustro Reydel SA as             For              For           Yes      No
                        Alternate Auditor
Management   14         Approve Auditors' Special Report on       For              For           Yes      No
                        Related-Party Transactions Including
                        a New Transaction with Thierry
                        Desmarest
Management   15         Approve Agreements with Patrick           For              For           Yes      No
                        Pouyanne
Management   16         Advisory Vote on Compensation of          For              For           Yes      No
                        Thierry Desmarest, Chairman until
                        Dec. 18, 2015
Management   17         Advisory Vote on Compensation of          For              For           Yes      No
                        Patrick Pouyanne, CEO until Dec. 18,
                        2015,  CEO and Chairman since Dec.
                        19, 2015
Management   18         Authorize Issuance of Equity or           For              For           Yes      No
                        Equity-Linked Securities with
                        Preemptive Rights and/or
                        Capitalization of Reserves for Bonus
                        Issue or Increase in Par Value up to
                        Aggregate Nominal Amount of EUR 2.5
                        Billion
Management   19         Authorize Issuance of Equity or           For              For           Yes      No
                        Equity-Linked Securities without
                        Preemptive Rights up to Aggregate
                        Nominal Amount of EUR 600 Million
Management   20         Approve Issuance of Equity or Equity-     For              For           Yes      No
                        Linked Securities for Private
                        Placements, up to Aggregate Nominal
                        Amount of EUR 600 Million
Management   21         Authorize Board to Increase Capital       For              For           Yes      No
                        in the Event of Additional Demand
                        Related to Delegation Submitted to
                        Shareholder Vote Under Items 19 and 20
Management   22         Authorize Capital Increase of up to       For              For           Yes      No
                        10 Percent of Issued Capital for
                        Contributions in Kind
Management   23         Authorize Capital Issuances for Use       For              For           Yes      No
                        in Employee Stock Purchase Plans
Management   24         Authorize up to 0.8 Percent of Issued     For              Against       Yes      Yes
                        Capital for Use in Restricted Stock
                        Plans
Management   25         Authorize up to 0.75 Percent of           For              Against       Yes      Yes
                        Issued Capital for Use in Stock
                        Option Plans

Chevron Corporation
------------------------------------------------------------------
Ticker                  CVX
Provider Security ID    166764100
Meeting Date            25-May-16     Meeting Type  Annual
Record Date             30-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Alexander B. Cummings,                                    Yes      No
                         Jr. - Resigned
Management   1b         Elect Director Linnet F. Deily            For              For           Yes      No
Management   1c         Elect Director Robert E. Denham           For              For           Yes      No
Management   1d         Elect Director Alice P. Gast              For              For           Yes      No
Management   1e         Elect Director Enrique Hernandez, Jr.     For              For           Yes      No
Management   1f         Elect Director Jon M. Huntsman, Jr.       For              For           Yes      No
Management   1g         Elect Director Charles W. Moorman, IV     For              For           Yes      No
Management   1h         Elect Director John G. Stumpf             For              For           Yes      No
Management   1i         Elect Director Ronald D. Sugar            For              For           Yes      No
Management   1j         Elect Director Inge G. Thulin             For              For           Yes      No
Management   1k         Elect Director John S. Watson             For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   4          Approve Non-Employee Director Omnibus     For              For           Yes      No
                        Stock Plan
Share Holder 5          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 6          Adopt Quantitative GHG Goals for          Against          Against       Yes      No
                        Products and Operations
Share Holder 7          Annually Assess Portfolio Impacts of      Against          For           Yes      Yes
                        Policies to Meet 2 Degree Scenario
Share Holder 8          Annually Report Reserve Replacements      Against          Against       Yes      No
                        in BTUs
Share Holder 9          Increase Return of Capital to             Against          Against       Yes      No
                        Shareholders in Light of  Climate
                        Change Risks
Share Holder 10         Report on the Result of Efforts to        Against          For           Yes      Yes
                        Minimize Hydraulic Fracturing Impacts
Share Holder 11         Require Director Nominee with             Against          For           Yes      Yes
                        Environmental Experience
Share Holder 12         Amend Bylaws -- Call Special Meetings     Against          For           Yes      Yes

Exxon Mobil Corporation
------------------------------------------------------------------
Ticker                  XOM
Provider Security ID    30231G102
Meeting Date            25-May-16     Meeting Type  Annual
Record Date             06-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Michael J. Boskin          For              For           Yes      No
Management   1.2        Elect Director Peter Brabeck-Letmathe     For              For           Yes      No
Management   1.3        Elect Director Angela F. Braly            For              For           Yes      No
Management   1.4        Elect Director Ursula M. Burns            For              For           Yes      No
Management   1.5        Elect Director Larry R. Faulkner          For              For           Yes      No
Management   1.6        Elect Director Jay S. Fishman             For              For           Yes      No
Management   1.7        Elect Director Henrietta H. Fore          For              For           Yes      No
Management   1.8        Elect Director Kenneth C. Frazier         For              For           Yes      No
Management   1.9        Elect Director Douglas R. Oberhelman      For              For           Yes      No
Management   1.10       Elect Director Samuel J. Palmisano        For              For           Yes      No
Management   1.11       Elect Director Steven S. Reinemund        For              For           Yes      No
Management   1.12       Elect Director Rex W. Tillerson           For              For           Yes      No
Management   1.13       Elect Director William C. Weldon          For              For           Yes      No
Management   1.14       Elect Director Darren W. Woods            For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 4          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 5          Require Director Nominee with             Against          For           Yes      Yes
                        Environmental Experience
Share Holder 6          Seek Sale of Company/Assets               Against          Against       Yes      No
Share Holder 7          Proxy Access                              Against          For           Yes      Yes
Share Holder 8          Disclose Percentage of Females at         Against          Against       Yes      No
                        Each Percentile of Compensation
Share Holder 9          Report on Lobbying Payments and Policy    Against          For           Yes      Yes
Share Holder 10         Increase Return of Capital to             Against          Against       Yes      No
                        Shareholders in Light of  Climate
                        Change Risks
Share Holder 11         Adopt Policy Acknowledging the            Against          For           Yes      Yes
                        Imperative for 2 Degree Limit
Share Holder 12         Annually Assess Portfolio Impacts of      Against          For           Yes      Yes
                        Policies to Meet 2 Degree Scenario
Share Holder 13         Annually Report Reserve Replacements      Against          Against       Yes      No
                        in BTUs
Share Holder 14         Report on the Result of Efforts to        Against          For           Yes      Yes
                        Minimize Hydraulic Fracturing Impacts

Hospitality Properties Trust
------------------------------------------------------------------
Ticker                  HPT
Provider Security ID    44106M102
Meeting Date            25-May-16     Meeting Type  Annual
Record Date             10-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Donna D. Fraiche           For              Against       Yes      Yes
Management   1.2        Elect Director William A. Lamkin          For              Against       Yes      Yes
Management   1.3        Elect Director Adam D. Portnoy            For              Against       Yes      Yes
Management   2          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   3          Ratify Ernst & Young LLP as Auditors      For              For           Yes      No
Share Holder 4          Amend Bylaws to Opt-Out of                Against          For           Yes      Yes
                        Antitakeover Provision(s) and Require
                        Shareholder Vote to Opt Back In

PPL Corporation
------------------------------------------------------------------
Ticker                  PPL
Provider Security ID    69351T106
Meeting Date            25-May-16     Meeting Type  Annual
Record Date             29-Feb-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Rodney C. Adkins           For              For           Yes      No
Management   1.2        Elect Director John W. Conway             For              For           Yes      No
Management   1.3        Elect Director Steven G. Elliott          For              For           Yes      No
Management   1.4        Elect Director Raja Rajamannar            For              For           Yes      No
Management   1.5        Elect Director Craig A. Rogerson          For              For           Yes      No
Management   1.6        Elect Director William H. Spence          For              For           Yes      No
Management   1.7        Elect Director Natica von Althann         For              For           Yes      No
Management   1.8        Elect Director Keith H. Williamson        For              For           Yes      No
Management   1.9        Elect Director Armando Zagalo de Lima     For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Management   3          Approve Executive Incentive Bonus Plan    For              For           Yes      No
Management   4          Increase Authorized Common Stock          For              For           Yes      No
Management   5          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Share Holder 6          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 7          Assess Plans to Increase Distributed      Against          For           Yes      Yes
                        Low-Carbon Electricity Generation

Cinemark Holdings, Inc.
------------------------------------------------------------------
Ticker                  CNK
Provider Security ID    17243V102
Meeting Date            26-May-16     Meeting Type  Annual
Record Date             04-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Benjamin D. Chereskin      For              For           Yes      No
Management   1.2        Elect Director Lee Roy Mitchell           For              For           Yes      No
Management   1.3        Elect Director Raymond W. Syufy           For              For           Yes      No
Management   2          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   3          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation

Lamar Advertising Company
------------------------------------------------------------------
Ticker                  LAMR
Provider Security ID    512816109
Meeting Date            26-May-16     Meeting Type  Annual
Record Date             28-Mar-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director John Maxwell Hamilton      For              For           Yes      No
Management   1.2        Elect Director John E. Koerner, III       For              For           Yes      No
Management   1.3        Elect Director Stephen P. Mumblow         For              For           Yes      No
Management   1.4        Elect Director Thomas V. Reifenheiser     For              For           Yes      No
Management   1.5        Elect Director Anna Reilly                For              For           Yes      No
Management   1.6        Elect Director Kevin P. Reilly, Jr.       For              For           Yes      No
Management   1.7        Elect Director Wendell Reilly             For              For           Yes      No
Management   2          Ratify KPMG LLP as Auditors               For              For           Yes      No

General Motors Company
------------------------------------------------------------------
Ticker                  GM
Provider Security ID    37045V100
Meeting Date            07-Jun-16     Meeting Type  Annual
Record Date             08-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1a         Elect Director Joseph J. Ashton           For              For           Yes      No
Management   1b         Elect Director Mary T. Barra              For              For           Yes      No
Management   1c         Elect Director Linda R. Gooden            For              For           Yes      No
Management   1d         Elect Director Joseph Jimenez             For              For           Yes      No
Management   1e         Elect Director Kathryn V. Marinello       For              For           Yes      No
Management   1f         Elect Director Jane L. Mendillo           For              For           Yes      No
Management   1g         Elect Director Michael G. Mullen          For              For           Yes      No
Management   1h         Elect Director James J. Mulva             For              For           Yes      No
Management   1i         Elect Director Patricia F. Russo          For              For           Yes      No
Management   1j         Elect Director Thomas M. Schoewe          For              For           Yes      No
Management   1k         Elect Director Theodore M. Solso          For              For           Yes      No
Management   1l         Elect Director Carol M. Stephenson        For              For           Yes      No
Management   2          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation
Management   3          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Share Holder 4          Adopt Holy Land Principles                Against          Against       Yes      No

MetLife, Inc.
------------------------------------------------------------------
Ticker                  MET
Provider Security ID    59156R108
Meeting Date            14-Jun-16     Meeting Type  Annual
Record Date             19-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Cheryl W. Grise            For              For           Yes      No
Management   1.2        Elect Director Carlos M. Gutierrez        For              For           Yes      No
Management   1.3        Elect Director R. Glenn Hubbard           For              For           Yes      No
Management   1.4        Elect Director Steven A. Kandarian        For              For           Yes      No
Management   1.5        Elect Director Alfred F. Kelly, Jr.       For              For           Yes      No
Management   1.6        Elect Director Edward J. Kelly, III       For              For           Yes      No
Management   1.7        Elect Director William E. Kennard         For              For           Yes      No
Management   1.8        Elect Director James M. Kilts             For              For           Yes      No
Management   1.9        Elect Director Catherine R. Kinney        For              For           Yes      No
Management   1.10       Elect Director Denise M. Morrison         For              For           Yes      No
Management   1.11       Elect Director Kenton J. Sicchitano       For              For           Yes      No
Management   1.12       Elect Director Lulu C. Wang               For              For           Yes      No
Management   2          Adopt the Jurisdiction of                 For              Against       Yes      Yes
                        Incorporation as the Exclusive Forum
                        for Certain Disputes
Management   3          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   4          Advisory Vote to Ratify Named             For              For           Yes      No
                        Executive Officers' Compensation
Share Holder 5          Require Independent Board Chairman        Against          For           Yes      Yes
Share Holder 6          Provide Right to Act by Written           Against          For           Yes      Yes
                        Consent

Blackstone Mortgage Trust, Inc.
------------------------------------------------------------------
Ticker                  BXMT
Provider Security ID    09257W100
Meeting Date            16-Jun-16     Meeting Type  Annual
Record Date             14-Apr-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1.1        Elect Director Michael B. Nash            For              For           Yes      No
Management   1.2        Elect Director Stephen D. Plavin          For              For           Yes      No
Management   1.3        Elect Director Leonard W. Cotton          For              For           Yes      No
Management   1.4        Elect Director Thomas E. Dobrowski        For              For           Yes      No
Management   1.5        Elect Director Martin L. Edelman          For              For           Yes      No
Management   1.6        Elect Director Henry N. Nassau            For              For           Yes      No
Management   1.7        Elect Director Jonathan L. Pollack        For              For           Yes      No
Management   1.8        Elect Director Lynne B. Sagalyn           For              For           Yes      No
Management   2          Ratify Deloitte & Touche LLP as           For              For           Yes      No
                        Auditors
Management   3          Approve Omnibus Stock Plan                For              For           Yes      No
Management   4          Approve Omnibus Stock Plan                For              For           Yes      No
Management   5          Advisory Vote to Ratify Named             For              Against       Yes      Yes
                        Executive Officers' Compensation

Kayne Anderson MLP Investment Company
------------------------------------------------------------------
Ticker                  KYN
Provider Security ID    486606106
Meeting Date            23-Jun-16     Meeting Type  Annual
Record Date             06-May-16
------------------------------------------------------------------
                                                                                                          VOTE
             PROPOSAL                                             MANAGEMENT       VOTE                   AGAINST
PROPONENT    NUMBER     PROPOSAL TEXT                             RECOMMENDATION   INSTRUCTION   VOTED    MANAGEMENT
Management   1          Elect Director Anne K. Costin             For              For           Yes      No
Management   2          Ratify PricewaterhouseCoopers LLP as      For              For           Yes      No
                        Auditors








                                   SIGNATURES

                          [See General Instruction F]

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)               FIRST TRUST DIVIDEND AND INCOME FUND
                           ---------------------------------------


By (Signature and Title)*  /s/ James M. Dykas
                           -----------------------------------
                           James M. Dykas, President and
                           Chief Executive Officer


Date                       July 26, 2016
                           -------------------------

* Print the name and title of each signing officer under his or her signature.