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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/25/23 Buffalo Funds N-PX 6/30/23 1:5.5M US Bancorp Fund Svcs LLC → Buffalo Discovery Fund ⇒ Institutional Class (BUITX) — Investor Class (BUFTX) → Buffalo Dividend Focus Fund ⇒ Institutional Class (BUIDX) — Investor Class (BUFDX) → Buffalo Early Stage Growth Fund ⇒ Institutional Class (BUIOX) — Investor Class (BUFOX) → Buffalo Flexible Income Fund ⇒ Institutional Class (BUIBX) — Investor Class (BUFBX) → Buffalo Growth Fund ⇒ Institutional Class (BIIGX) — Investor Class (BUFGX) → Buffalo High Yield Fund ⇒ Institutional Class (BUIHX) — Investor Class (BUFHX) → Buffalo International Fund ⇒ Institutional Class (BUIIX) — Investor Class (BUFIX) → Buffalo Large Cap Fund ⇒ Institutional Class (BUIEX) — Investor Class (BUFEX) → Buffalo Mid Cap Fund ⇒ Institutional Class (BUIMX) — Investor Class (BUFMX) → Buffalo Small Cap Fund ⇒ Institutional Class (BUISX) — Investor Class (BUFSX) |
Document/Exhibit Description Pages Size 1: N-PX Annual Report of Proxy Voting HTML 5.57M
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Name Of Fund:
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Buffalo Discovery Fund
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Period:
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Company Name
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Meeting Date
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CUSIP
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Ticker
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AGILENT TECHNOLOGIES, INC.
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3/15/23
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A
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Vote
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MRV
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Proposal
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Proposed by Issuer or Security Holder
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For
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Director
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Issuer
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For
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1.1 Election of Director for a three-year term: Heidi K. Kunz
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For
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1.2 Election of Director for a three-year term: Susan H. Rataj
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For
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1.3 Election of Director for a three-year term: George A. Scangos, Ph.D.
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For
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1.4 Election of Director for a three-year term: Dow R. Wilson
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For
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For
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2. To approve, on a non-binding advisory basis, the compensation of our named executive officers.
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Issuer
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For
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For
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3. To ratify the Audit and Finance Committee’s appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm.
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Issuer
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For
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For
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4. To approve amendments to the Certificate of Incorporation to create a new stockholder right to call a special meeting.
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Issuer
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Company Name
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Meeting Date
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CUSIP
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Ticker
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ALCON SA
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5/5/23
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ALC
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Vote
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MRV
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Proposal
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Proposed by Issuer or Security Holder
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For
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Director
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Issuer
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For
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For
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1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
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Issuer
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For
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For
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2 APPROVE DISCHARGE OF BOARD AND SENIOR MANAGEMENT
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Issuer
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For
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For
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3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF CHF 0.21 PER SHARE
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Issuer
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For
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For
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4.1 APPROVE REMUNERATION REPORT (NON-BINDING)
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Issuer
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For
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For
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4.2 APPROVE REMUNERATION OF DIRECTORS IN THE AMOUNT OF CHF 3.9 MILLION
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Issuer
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For
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For
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4.3 APPROVE REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 41.9 MILLION
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Issuer
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For
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5.1 REELECT MICHAEL BALL AS DIRECTOR AND BOARD CHAIR
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For
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5.2 REELECT LYNN BLEIL AS DIRECTOR
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For
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5.3 REELECT RAQUEL BONO AS DIRECTOR
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For
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5.4 REELECT ARTHUR CUMMINGS AS DIRECTOR
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For
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5.5 REELECT DAVID ENDICOTT AS DIRECTOR
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For
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5.6 REELECT THOMAS GLANZMANN AS DIRECTOR
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For
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5.7 REELECT KEITH GROSSMAN AS DIRECTOR
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For
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5.8 REELECT SCOTT MAW AS DIRECTOR
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For
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5.9 REELECT KAREN MAY AS DIRECTOR
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For
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5.10 REELECT INES POESCHEL AS DIRECTOR
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For
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5.11 REELECT DIETER SPAELTI AS DIRECTOR
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For
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For
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6.1 REAPPOINT THOMAS GLANZMANN AS MEMBER OF THE COMPENSATION COMMITTEE
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Issuer
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For
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For
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6.2 REAPPOINT SCOTT MAW AS MEMBER OF THE COMPENSATION COMMITTEE
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Issuer
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For
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For
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6.3 REAPPOINT KAREN MAY AS MEMBER OF THE COMPENSATION COMMITTEE
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Issuer
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For
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For
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6.4 REAPPOINT INES POESCHEL AS MEMBER OF THE COMPENSATION COMMITTEE
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Issuer
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For
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For
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7 DESIGNATE HARTMANN DREYER AS INDEPENDENT PROXY
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Issuer
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For
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For
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8 RATIFY PRICEWATERHOUSECOOPERS SA AS AUDITORS
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Issuer
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For
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For
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9.1 APPROVE CREATION OF CAPITAL BAND WITHIN THE UPPER LIMIT OF CHF 22 MILLION AND THE LOWER LIMIT OF CHF 19 MILLION WITH OR WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
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Issuer
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For
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For
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9.2 APPROVE CREATION OF CHF 2 MILLION POOL OF CONDITIONAL CAPITAL FOR FINANCINGS, MERGERS AND ACQUISITIONS
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Issuer
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For
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For
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9.3 AMEND ARTICLES RE: CONVERSION OF SHARES; SUBSCRIPTION RIGHTS
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Issuer
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For
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For
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9.4 AMEND ARTICLES RE: GENERAL MEETINGS
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Issuer
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For
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For
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9.5 AMEND ARTICLES RE: BOARD MEETINGS; POWERS OF THE BOARD OF DIRECTORS
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Issuer
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For
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For
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9.6 AMEND ARTICLES RE: COMPENSATION; EXTERNAL MANDATES FOR MEMBERS OF THE BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE
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Issuer
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Company Name
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Meeting Date
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CUSIP
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Ticker
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ALCON SA
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5/5/23
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ALC
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Vote
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MRV
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Proposal
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Proposed by Issuer or Security Holder
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For
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Director
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Issuer
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For
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None
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1 I WISH TO AUTHORIZE BROADRIDGE TO ARRANGE FOR THE SUB-CUSTODIAN TO REGISTER THE SHARES, SO THAT I MAY SUBMIT A VOTE OR MEETING ATTENDANCE REQUEST ON PART 2 OF THE MEETING
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Issuer
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Company Name
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Meeting Date
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CUSIP
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Ticker
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AMETEK, INC.
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5/4/23
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AME
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Vote
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MRV
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Proposal
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Proposed by Issuer or Security Holder
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For
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Director
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Issuer
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For
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1a. Election of Director for a term of three years: Thomas A. Amato
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For
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1b. Election of Director for a term of three years: Anthony J. Conti
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For
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1c. Election of Director for a term of three years: Gretchen W. McClain
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For
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For
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2. Approval, by advisory vote, of the compensation of AMETEK, Inc.’s named executive officers.
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Issuer
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1 Year
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1 Year
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3. Cast an advisory vote on the frequency of future advisory votes on executive compensation.
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Issuer
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For
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For
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4. Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2023.
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Issuer
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Company Name
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Meeting Date
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CUSIP
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Ticker
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AMPHENOL CORPORATION
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5/18/23
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APH
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Vote
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MRV
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Proposal
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Proposed by Issuer or Security Holder
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For
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Director
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Issuer
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For
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1.1 Election of Director: Nancy A. Altobello
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For
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1.2 Election of Director: David P. Falck
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For
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1.3 Election of Director: Edward G. Jepsen
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For
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1.4 Election of Director: Rita S. Lane
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For
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1.5 Election of Director: Robert A. Livingston
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||
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For
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1.6 Election of Director: Martin H. Loeffler
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For
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1.7 Election of Director: R. Adam Norwitt
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For
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1.8 Election of Director: Prahlad Singh
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For
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1.9 Election of Director: Anne Clarke Wolff
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For
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For
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2. Ratification of Deloitte & Touche LLP as Independent Public Accountants of the Company
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Issuer
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For
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For
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3. Advisory Vote to Approve Compensation of Named Executive Officers
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Issuer
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1 Year
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1 Year
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4. Advisory Vote on the Frequency of Future Advisory Votes to Approve Compensation of Named Executive Officers
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Issuer
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Against
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Against
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5. Stockholder Proposal: Improve Political Spending Disclosure
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Security Holder
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Company Name
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Meeting Date
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CUSIP
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Ticker
|
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ANSYS, INC.
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5/12/23
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ANSS
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|
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Vote
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MRV
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Proposal
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Proposed by Issuer or Security Holder
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For
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Director
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Issuer
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|
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For
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1a. Election of Class III Director for Three-Year Terms: Robert M. Calderoni
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For
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1b. Election of Class III Director for Three-Year Terms: Glenda M. Dorchak
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For
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1c. Election of Class III Director for Three-Year Terms: Ajei S. Gopal
|
||
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For
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For
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2. Ratification of the Selection of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2023.
|
Issuer
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For
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For
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3. Advisory Approval of the Compensation of Our Named Executive Officers.
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Issuer
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1 Year
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1 Year
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4. Advisory Approval of the Frequency of the Advisory Approval of the Compensation of Our Named Executive Officers.
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Issuer
|
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For
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For
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5. Approval of the Amendment of Article VI of the Charter to Declassify the Board.
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Issuer
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Company Name
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Meeting Date
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CUSIP
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Ticker
|
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APTIV PLC
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4/26/23
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APTV
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|
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Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
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For
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Director
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Issuer
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|
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For
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1a. Election of Director: Kevin P. Clark
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For
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1b. Election of Director: Richard L. Clemmer
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For
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1c. Election of Director: Nancy E. Cooper
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||
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For
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1d. Election of Director: Joseph L. Hooley
|
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For
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1e. Election of Director: Merit E. Janow
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For
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1f. Election of Director: Sean O. Mahoney
|
||
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For
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1g. Election of Director: Paul M. Meister
|
||
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For
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1h. Election of Director: Robert K. Ortberg
|
||
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For
|
1i. Election of Director: Colin J. Parris
|
||
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For
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1j. Election of Director: Ana G. Pinczuk
|
||
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For
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For
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2. Proposal to re-appoint auditors, ratify independent public accounting firm and authorize the directors to determine the fees paid to the auditors.
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Issuer
|
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For
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For
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3. Say-on-Pay - To approve, by advisory vote, executive compensation.
|
Issuer
|
|
Company Name
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Meeting Date
|
CUSIP
|
Ticker
|
|
ARISTA NETWORKS, INC.
|
6/14/23
|
ANET
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
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Director
|
Issuer
|
|
|
For
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LEWIS CHEW
|
||
|
For
|
DOUGLAS MERRITT
|
||
|
For
|
MARK B. TEMPLETON
|
||
|
For
|
For
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2. Approval, on an advisory basis, of the compensation of the named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASPEN TECHNOLOGY, INC.
|
12/15/22
|
AZPN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2023 Annual Meeting: Patrick M. Antkowiak
|
||
|
For
|
1b. Election of Director to hold office until the 2023 Annual Meeting: Robert E. Beauchamp
|
||
|
For
|
1c. Election of Director to hold office until the 2023 Annual Meeting: Thomas F. Bogan
|
||
|
For
|
1d. Election of Director to hold office until the 2023 Annual Meeting: Karen M. Golz
|
||
|
For
|
1e. Election of Director to hold office until the 2023 Annual Meeting: Ram R. Krishnan
|
||
|
For
|
1f. Election of Director to hold office until the 2023 Annual Meeting: Antonio J. Pietri
|
||
|
For
|
1g. Election of Director to hold office until the 2023 Annual Meeting: Arlen R. Shenkman
|
||
|
For
|
1h. Election of Director to hold office until the 2023 Annual Meeting: Jill D. Smith
|
||
|
For
|
1i. Election of Director to hold office until the 2023 Annual Meeting: Robert M. Whelan, Jr.
|
||
|
For
|
For
|
2. Ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
For
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For
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3. Approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approve, on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AUTODESK, INC.
|
6/21/23
|
ADSK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Andrew Anagnost
|
||
|
For
|
1b. Election of Director: Karen Blasing
|
||
|
For
|
1c. Election of Director: Reid French
|
||
|
For
|
1d. Election of Director: Dr. Ayanna Howard
|
||
|
For
|
1e. Election of Director: Blake Irving
|
||
|
For
|
1f. Election of Director: Mary T. McDowell
|
||
|
For
|
1g. Election of Director: Stephen Milligan
|
||
|
For
|
1h. Election of Director: Lorrie M. Norrington
|
||
|
For
|
1i. Election of Director: Betsy Rafael
|
||
|
For
|
1j. Election of Director: Rami Rahim
|
||
|
For
|
1k. Election of Director: Stacy J. Smith
|
||
|
For
|
For
|
2. Ratify the appointment of Ernst & Young LLP as Autodesk, Inc.’s independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. Approve, on an advisory (non-binding) basis, the compensation of Autodesk, Inc.’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approve, on an advisory (non-binding) basis, the frequency with which stockholders are provided an advisory (non-binding) vote on the compensation of Autodesk, Inc.’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AVANTOR, INC.
|
5/11/23
|
AVTR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Juan Andres
|
||
|
For
|
1b. Election of Director: John Carethers
|
||
|
For
|
1c. Election of Director: Lan Kang
|
||
|
For
|
1d. Election of Director: Joseph Massaro
|
||
|
For
|
1e. Election of Director: Mala Murthy
|
||
|
For
|
1f. Election of Director: Jonathan Peacock
|
||
|
For
|
1g. Election of Director: Michael Severino
|
||
|
For
|
1h. Election of Director: Christi Shaw
|
||
|
For
|
1i. Election of Director: Michael Stubblefield
|
||
|
For
|
1j. Election of Director: Gregory Summe
|
||
|
For
|
For
|
2. Ratification of the Appointment of Deloitte & Touche LLP as the Company’s independent registered accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approve, on an Advisory Basis, Named Executive Officer Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AZENTA, INC.
|
1/31/23
|
AZTA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
FRANK E. CASAL
|
||
|
For
|
ROBYN C. DAVIS
|
||
|
For
|
JOSEPH R. MARTIN
|
||
|
For
|
ERICA J. MCLAUGHLIN
|
||
|
For
|
TINA S. NOVA
|
||
|
For
|
KRISHNA G. PALEPU
|
||
|
For
|
DOROTHY E. PUHY
|
||
|
For
|
MICHAEL ROSENBLATT
|
||
|
For
|
STEPHEN S. SCHWARTZ
|
||
|
For
|
ELLEN M. ZANE
|
||
|
For
|
For
|
2. To approve by a non-binding advisory vote the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BIO-RAD LABORATORIES, INC.
|
4/25/23
|
BIO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Melinda Litherland
|
||
|
For
|
1.2 Election of Director: Arnold A. Pinkston
|
||
|
For
|
For
|
2. Proposal to ratify the selection of KPMG LLP to serve as the Company’s independent auditors.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
3 Years
|
4. Advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Security Holder
|
|
Against
|
Against
|
5. Stockholder proposal regarding political disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BOSTON SCIENTIFIC CORPORATION
|
5/4/23
|
BSX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Nelda J. Connors
|
||
|
For
|
1b. Election of Director: Charles J. Dockendorff
|
||
|
For
|
1c. Election of Director: Yoshiaki Fujimori
|
||
|
For
|
1d. Election of Director: Edward J. Ludwig
|
||
|
For
|
1e. Election of Director: Michael F. Mahoney
|
||
|
For
|
1f. Election of Director: David J. Roux
|
||
|
For
|
1g. Election of Director: John E. Sununu
|
||
|
For
|
1h. Election of Director: David S. Wichmann
|
||
|
For
|
1i. Election of Director: Ellen M. Zane
|
||
|
For
|
For
|
2. To approve, on a non-binding, advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BUILDERS FIRSTSOURCE, INC.
|
6/14/23
|
BLDR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Paul S. Levy
|
||
|
For
|
1.2 Election of Director: Cory J. Boydston
|
||
|
For
|
1.3 Election of Director: James O’Leary
|
||
|
For
|
1.4 Election of Director: Craig A. Steinke
|
||
|
For
|
For
|
2. Advisory vote on the compensation of the named executive officers
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of advisory votes on the compensation of named executive officers
|
Issuer
|
|
For
|
For
|
4. Ratification of PricewaterhouseCoopers LLP as our independent registered public accounting firm
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding greenhouse gas emissions reduction targets
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CALIX, INC.
|
5/11/23
|
CALX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
KATHLEEN CRUSCO
|
||
|
For
|
CARL RUSSO
|
||
|
For
|
For
|
2. To approve the Calix, Inc. Third Amended and Restated 2019 Equity Incentive Award Plan.
|
Issuer
|
|
For
|
For
|
3. To approve the Calix, Inc. Third Amended and Restated 2017 Nonqualified Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. To approve, on a non-binding, advisory basis, Calix’s named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. To approve, on a non-binding, advisory basis, the frequency of future advisory votes to approve the compensation of Calix’s named executive officers.
|
Issuer
|
|
For
|
For
|
6. To ratify the selection of KPMG LLP as Calix’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CATALENT, INC.
|
10/27/22
|
CTLT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Madhavan Balachandran
|
||
|
For
|
1b. Election of Director: Michael J. Barber
|
||
|
For
|
1c. Election of Director: J. Martin Carroll
|
||
|
For
|
1d. Election of Director: John Chiminski
|
||
|
For
|
1e. Election of Director: Rolf Classon
|
||
|
For
|
1f. Election of Director: Rosemary A. Crane
|
||
|
For
|
1g. Election of Director: Karen Flynn
|
||
|
For
|
1h. Election of Director: John J. Greisch
|
||
|
For
|
1i. Election of Director: Christa Kreuzburg
|
||
|
For
|
1j. Election of Director: Gregory T. Lucier
|
||
|
For
|
1k. Election of Director: Donald E. Morel, Jr.
|
||
|
For
|
1l. Election of Director: Alessandro Maselli
|
||
|
For
|
1m. Election of Director: Jack Stahl
|
||
|
For
|
1n. Election of Director: Peter Zippelius
|
||
|
For
|
For
|
2. Ratification of Appointment of Ernst & Young LLP as Independent Auditor for Fiscal 2023
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Our Executive Compensation (Say-on-Pay)
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHARLES RIVER LABORATORIES INTL., INC.
|
5/9/23
|
CRL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: James C. Foster
|
||
|
For
|
1b. Election of Director: Nancy C. Andrews
|
||
|
For
|
1c. Election of Director: Robert Bertolini
|
||
|
For
|
1d. Election of Director: Deborah T. Kochevar
|
||
|
For
|
1e. Election of Director: George Llado, Sr.
|
||
|
For
|
1f. Election of Director: Martin W. Mackay
|
||
|
For
|
1g. Election of Director: George E. Massaro
|
||
|
For
|
1h. Election of Director: C. Richard Reese
|
||
|
For
|
1i. Election of Director: Craig B. Thompson
|
||
|
For
|
1j. Election of Director: Richard F. Wallman
|
||
|
For
|
1k. Election of Director: Virginia M. Wilson
|
||
|
For
|
For
|
2. Advisory Approval of 2022 Executive Officer Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of PricewaterhouseCoopers LLC as independent registered public accounting firm for 2023
|
Issuer
|
|
Against
|
Against
|
5. Proposal to publish a report on non-human primates imported by Charles River Laboratories International, Inc.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHIPOTLE MEXICAN GRILL, INC.
|
5/25/23
|
CMG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Albert Baldocchi
|
||
|
For
|
1.2 Election of Director: Matthew Carey
|
||
|
For
|
1.3 Election of Director: Gregg Engles
|
||
|
For
|
1.4 Election of Director: Patricia Fili-Krushel
|
||
|
For
|
1.5 Election of Director: Mauricio Gutierrez
|
||
|
For
|
1.6 Election of Director: Robin Hickenlooper
|
||
|
For
|
1.7 Election of Director: Scott Maw
|
||
|
For
|
1.8 Election of Director: Brian Niccol
|
||
|
For
|
1.9 Election of Director: Mary Winston
|
||
|
For
|
For
|
2. An advisory vote to approve the compensation of our executive officers as disclosed in the proxy statement (“say on pay”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. An advisory vote on the frequency of future say on pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal - Request to limit certain bylaw amendments.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Request to adopt a non-interference policy.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CIENA CORPORATION
|
3/30/23
|
CIEN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Joanne B. Olsen
|
||
|
For
|
1b. Election of Class II Director: Gary B. Smith
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on our named executive officer compensation, as described in the proxy materials.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future stockholder advisory votes on our named executive officer compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COPART, INC.
|
10/31/22
|
CPRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To approve an amendment and restatement of Copart, Inc.’s Certificate of Incorporation to increase the number of shares of our common stock authorized for issuance from 400,000,000 shares to
1,600,000,000 shares, primarily to facilitate a 2-for-1 split of the Company’s common stock in the form of a stock dividend (the “Authorized Share Increase Proposal”).
|
Issuer
|
|
For
|
For
|
2. To authorize the adjournment of the special meeting, if necessary, to solicit additional proxies if there are insufficient votes in favor of the Authorized Share Increase Proposal.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COPART, INC.
|
12/2/22
|
CPRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Willis J. Johnson
|
||
|
For
|
1b. Election of Director: A. Jayson Adair
|
||
|
For
|
1c. Election of Director: Matt Blunt
|
||
|
For
|
1d. Election of Director: Steven D. Cohan
|
||
|
For
|
1e. Election of Director: Daniel J. Englander
|
||
|
For
|
1f. Election of Director: James E. Meeks
|
||
|
For
|
1g. Election of Director: Thomas N. Tryforos
|
||
|
For
|
1h. Election of Director: Diane M. Morefield
|
||
|
For
|
1i. Election of Director: Stephen Fisher
|
||
|
For
|
1j. Election of Director: Cherylyn Harley LeBon
|
||
|
For
|
1k. Election of Director: Carl D. Sparks
|
||
|
For
|
For
|
2. Advisory (non-binding) stockholder vote on executive compensation (say-on-pay vote).
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COSTAR GROUP, INC.
|
6/8/23
|
CSGP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael R. Klein
|
||
|
For
|
1b. Election of Director: Andrew C. Florance
|
||
|
For
|
1c. Election of Director: Michael J. Glosserman
|
||
|
For
|
1d. Election of Director: John W. Hill
|
||
|
For
|
1e. Election of Director: Laura Cox Kaplan
|
||
|
For
|
1f. Election of Director: Robert W. Musslewhite
|
||
|
For
|
1g. Election of Director: Christopher J. Nassetta
|
||
|
For
|
1h. Election of Director: Louise S. Sams
|
||
|
For
|
For
|
2. Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Proposal to approve, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding greenhouse gas emissions targets, if properly presented.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CROWDSTRIKE HOLDINGS, INC.
|
6/21/23
|
CRWD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOHANNA FLOWER
|
||
|
For
|
DENIS J. O’LEARY
|
||
|
For
|
GODFREY R. SULLIVAN
|
||
|
For
|
For
|
2. To ratify the selection of PricewaterhouseCoopers LLP as CrowdStrike’s independent registered public accounting firm for its fiscal year ending January 31, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DARDEN RESTAURANTS, INC.
|
9/21/22
|
DRI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MARGARET SHÂN ATKINS
|
||
|
For
|
RICARDO CARDENAS
|
||
|
For
|
JULIANA L. CHUGG
|
||
|
For
|
JAMES P. FOGARTY
|
||
|
For
|
CYNTHIA T. JAMISON
|
||
|
For
|
EUGENE I. LEE, JR.
|
||
|
For
|
NANA MENSAH
|
||
|
For
|
WILLIAM S. SIMON
|
||
|
For
|
CHARLES M. SONSTEBY
|
||
|
For
|
TIMOTHY J. WILMOTT
|
||
|
For
|
For
|
2. To obtain advisory approval of the Company’s executive compensation.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending May 28, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DECKERS OUTDOOR CORPORATION
|
9/12/22
|
DECK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL F. DEVINE, III
|
||
|
For
|
DAVID A. BURWICK
|
||
|
For
|
NELSON C. CHAN
|
||
|
For
|
CYNTHIA L. DAVIS
|
||
|
For
|
JUAN R. FIGUEREO
|
||
|
For
|
MAHA S. IBRAHIM
|
||
|
For
|
VICTOR LUIS
|
||
|
For
|
DAVE POWERS
|
||
|
For
|
LAURI M. SHANAHAN
|
||
|
For
|
BONITA C. STEWART
|
||
|
For
|
For
|
2. To ratify the selection of KPMG LLP as our independent registered public accounting firm for our fiscal year ending March 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of our Named Executive Officers, as disclosed in the “Compensation Discussion and Analysis” section of the Proxy Statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DOUBLEVERIFY HOLDINGS, INC.
|
6/1/23
|
DV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
R. DAVIS NOELL
|
||
|
For
|
LUCY STAMELL DOBRIN
|
||
|
For
|
TERI L. LIST
|
||
|
1 Year
|
1 Year
|
2. Non-binding advisory vote on the frequency of future stockholder advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ECOLAB INC.
|
5/4/23
|
ECL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Shari L. Ballard
|
||
|
For
|
1b. Election of Director: Barbara J. Beck
|
||
|
For
|
1c. Election of Director: Christophe Beck
|
||
|
For
|
1d. Election of Director: Jeffrey M. Ettinger
|
||
|
For
|
1e. Election of Director: Eric M. Green
|
||
|
For
|
1f. Election of Director: Arthur J. Higgins
|
||
|
For
|
1g. Election of Director: Michael Larson
|
||
|
For
|
1h. Election of Director: David W. MacLennan
|
||
|
For
|
1i. Election of Director: Tracy B. McKibben
|
||
|
For
|
1j. Election of Director: Lionel L. Nowell III
|
||
|
For
|
1k. Election of Director: Victoria J. Reich
|
||
|
For
|
1l. Election of Director: Suzanne M. Vautrinot
|
||
|
For
|
1m. Election of Director: John J. Zillmer
|
||
|
For
|
For
|
2. Ratify the appointment of PricewaterhouseCoopers LLP as Ecolab’s independent registered public accounting firm for the current year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approve the Ecolab Inc. 2023 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. Approve an Amendment to the Ecolab Inc. Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. Approve, on an advisory basis, the compensation of our named executive officers disclosed in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
6. Vote, on an advisory basis, on the frequency of future stockholder advisory votes to approve named executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
7. Vote on a stockholder proposal regarding an independent board chair policy, if properly presented.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EDWARDS LIFESCIENCES CORPORATION
|
5/11/23
|
EW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Kieran T. Gallahue
|
||
|
For
|
1.2 Election of Director: Leslie S. Heisz
|
||
|
For
|
1.3 Election of Director: Paul A. LaViolette
|
||
|
For
|
1.4 Election of Director: Steven R. Loranger
|
||
|
For
|
1.5 Election of Director: Martha H. Marsh
|
||
|
For
|
1.6 Election of Director: Michael A. Mussallem
|
||
|
For
|
1.7 Election of Director: Ramona Sequeira
|
||
|
For
|
1.8 Election of Director: Nicholas J. Valeriani
|
||
|
For
|
1.9 Election of Director: Bernard J. Zovighian
|
||
|
For
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote to Approve Frequency of Future Advisory Votes on Named Executive Officer Compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of Appointment of Independent Registered Public Accounting Firm
|
Issuer
|
|
For
|
For
|
5. Approval of Amendment of the Certificate of Incorporation to Provide for Exculpation of Officers
|
Issuer
|
|
Against
|
Against
|
6. Stockholder Proposal regarding Independent Board Chairman Policy
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EPAM SYSTEMS, INC.
|
6/2/23
|
EPAM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director to hold office for a three-year term: Eugene Roman
|
||
|
For
|
1.2 Election of Class II Director to hold office for a three-year term: Jill Smart
|
||
|
For
|
1.3 Election of Class II Director to hold office for a three-year term: Ronald Vargo
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory and non-binding basis, the compensation for our named executive officers as disclosed in this Proxy Statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVERI HOLDINGS INC.
|
5/17/23
|
EVRI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LINSTER W. FOX
|
||
|
For
|
MAUREEN T. MULLARKEY
|
||
|
For
|
SECIL TABLI WATSON
|
||
|
For
|
For
|
2. Advisory approval, on a non-binding basis, of the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote, on a non-binding basis, on the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVOLENT HEALTH, INC.
|
6/8/23
|
EVH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Craig Barbarosh
|
||
|
For
|
1b. Election of Director: Seth Blackley
|
||
|
For
|
1c. Election of Director: M. Bridget Duffy, MD
|
||
|
For
|
1d. Election of Director: Peter Grua
|
||
|
For
|
1e. Election of Director: Diane Holder
|
||
|
For
|
1f. Election of Director: Richard Jelinek
|
||
|
For
|
1g. Election of Director: Kim Keck
|
||
|
For
|
1h. Election of Director: Cheryl Scott
|
||
|
For
|
1i. Election of Director: Tunde Sotunde, MD
|
||
|
For
|
For
|
2. Proposal to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Proposal to approve the compensation of our named executive officers for 2022 on an advisory basis.
|
Issuer
|
|
For
|
For
|
4. Proposal to approve an amendment to the Amended and Restated Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EXPEDIA GROUP, INC.
|
5/31/23
|
EXPE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Samuel Altman (To be voted upon by the holders of Expedia Group, Inc.’s Common Stock voting as a separate class.)
|
||
|
For
|
1b. Election of Director: Beverly Anderson
|
||
|
For
|
1c. Election of Director: M. Moina Banerjee
|
||
|
For
|
1d. Election of Director: Chelsea Clinton
|
||
|
For
|
1e. Election of Director: Barry Diller
|
||
|
For
|
1f. Election of Director: Henrique Dubugras (To be voted upon by the holders of Expedia Group, Inc.’s Common Stock voting as a separate class.)
|
||
|
For
|
1g. Election of Director: Craig Jacobson
|
||
|
For
|
1h. Election of Director: Peter Kern
|
||
|
For
|
1i. Election of Director: Dara Khosrowshahi
|
||
|
For
|
1j. Election of Director: Patricia Menendez Cambo (To be voted upon by the holders of Expedia Group, Inc.’s Common Stock voting as a separate class.)
|
||
|
For
|
1k. Election of Director: Alex von Furstenberg
|
||
|
For
|
1l. Election of Director: Julie Whalen
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of Expedia Group’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes on the compensation of Expedia Group’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Approval of the Sixth Amended and Restated Expedia Group, Inc. 2005 Stock and Annual Incentive Plan, including an amendment to increase the number of shares authorized for issuance thereunder
by 6,000,000.
|
Issuer
|
|
For
|
For
|
5. Approval of the Expedia Group, Inc. 2013 Employee Stock Purchase Plan, as amended and restated, and the Expedia Group, Inc. 2013 International Stock Purchase Plan, as amended and restated,
including an amendment to increase the number of shares authorized for issuance thereunder by 1,000,000.
|
Issuer
|
|
For
|
For
|
6. Ratification of appointment of Ernst & Young LLP as Expedia Group’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
F5, INC.
|
3/9/23
|
FFIV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Marianne N. Budnik
|
||
|
For
|
1b. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Elizabeth L. Buse
|
||
|
For
|
1c. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Michael L. Dreyer
|
||
|
For
|
1d. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Alan J. Higginson
|
||
|
For
|
1e. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Peter S. Klein
|
||
|
For
|
1f. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: François Locoh-Donou
|
||
|
For
|
1g. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Nikhil Mehta
|
||
|
For
|
1h. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Michael F. Montoya
|
||
|
For
|
1i. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Marie E. Myers
|
||
|
For
|
1j. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: James M. Phillips
|
||
|
For
|
1k. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Sripada Shivananda
|
||
|
For
|
For
|
2. Approve the F5, Inc. Incentive Plan.
|
Issuer
|
|
For
|
For
|
3. Approve the F5, Inc. Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. Ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
5. Advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
6. Advisory vote on the frequency of the advisory vote on approval of compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FASTENAL COMPANY
|
4/22/23
|
FAST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Scott A. Satterlee
|
||
|
For
|
1b. Election of Director: Michael J. Ancius
|
||
|
For
|
1c. Election of Director: Stephen L. Eastman
|
||
|
For
|
1d. Election of Director: Daniel L. Florness
|
||
|
For
|
1e. Election of Director: Rita J. Heise
|
||
|
For
|
1f. Election of Director: Hsenghung Sam Hsu
|
||
|
For
|
1g. Election of Director: Daniel L. Johnson
|
||
|
For
|
1h. Election of Director: Nicholas J. Lundquist
|
||
|
For
|
1i. Election of Director: Sarah N. Nielsen
|
||
|
For
|
1j. Election of Director: Reyne K. Wisecup
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
For
|
For
|
3. Approval, by non-binding vote, of executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approval, by non-binding vote, of the frequency of future executive compensation votes.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FIVE BELOW, INC.
|
6/13/23
|
FIVE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Joel D. Anderson
|
||
|
For
|
1b. Election of Director: Kathleen S. Barclay
|
||
|
For
|
1c. Election of Director: Thomas M. Ryan
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the current fiscal year ending February 3, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, by non-binding advisory vote, the Company’s Named Executive Officer compensation.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the Company’s Amended and Restated Bylaws to limit the liability of officers.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment to the Company’s Amended and Restated Bylaws to amend the limitation of liability of directors provision.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FIVE9, INC.
|
5/16/23
|
FIVN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL BURKLAND
|
||
|
For
|
ROBERT ZOLLARS
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FLEETCOR TECHNOLOGIES INC.
|
6/9/23
|
FLT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one-year term: Steven T. Stull
|
||
|
For
|
1b. Election of Director for a one-year term: Annabelle Bexiga
|
||
|
For
|
1c. Election of Director for a one-year term: Michael Buckman
|
||
|
For
|
1d. Election of Director for a one-year term: Ronald F. Clarke
|
||
|
For
|
1e. Election of Director for a one-year term: Joseph W. Farrelly
|
||
|
For
|
1f. Election of Director for a one-year term: Rahul Gupta
|
||
|
For
|
1g. Election of Director for a one-year term: Thomas M. Hagerty
|
||
|
For
|
1h. Election of Director for a one-year term: Archie L. Jones, Jr.
|
||
|
For
|
1i. Election of Director for a one-year term: Hala G. Moddelmog
|
||
|
For
|
1j. Election of Director for a one-year term: Richard Macchia
|
||
|
For
|
1k. Election of Director for a one-year term: Jeffrey S. Sloan
|
||
|
For
|
For
|
2. Ratify the reappointment of Ernst & Young LLP as FLEETCOR’s independent public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote to approve the frequency of shareholder voting on compensation of named executive officers.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal to modify the shareholder right to call a special shareholder meeting, if properly presented.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FLOOR & DECOR HOLDINGS, INC.
|
5/10/23
|
FND
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dwight James
|
||
|
For
|
1b. Election of Director: Melissa Kersey
|
||
|
For
|
1c. Election of Director: Peter Starrett
|
||
|
For
|
1d. Election of Director: Thomas V. Taylor Jr.
|
||
|
For
|
1e. Election of Director: George Vincent West
|
||
|
For
|
1f. Election of Director: Charles Young
|
||
|
For
|
For
|
2. Ratify the appointment of Ernst & Young LLP as independent auditors for Floor & Decor Holdings, Inc.’s (the “Company”) 2023 fiscal year.
|
Issuer
|
|
For
|
For
|
3. To approve, by non-binding vote, the compensation paid to the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the Company’s 2017 Stock Incentive Plan to increase the number of shares reserved for issuance by 4,000,000 shares, such that the total number of shares reserved for
issuance is 9,000,000 shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GLOBAL PAYMENTS INC.
|
4/27/23
|
GPN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: F. Thaddeus Arroyo
|
||
|
For
|
1b. Election of Director: Robert H.B. Baldwin, Jr.
|
||
|
For
|
1c. Election of Director: John G. Bruno
|
||
|
For
|
1d. Election of Director: Joia M. Johnson
|
||
|
For
|
1e. Election of Director: Ruth Ann Marshall
|
||
|
For
|
1f. Election of Director: Connie D. McDaniel
|
||
|
For
|
1g. Election of Director: Joseph H. Osnoss
|
||
|
For
|
1h. Election of Director: William B. Plummer
|
||
|
For
|
1i. Election of Director: Jeffrey S. Sloan
|
||
|
For
|
1j. Election of Director: John T. Turner
|
||
|
For
|
1k. Election of Director: M. Troy Woods
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of our named executive officers for 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Advisory shareholder proposal on shareholder ratification of termination pay.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GODADDY INC.
|
6/7/23
|
GDDY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mark Garrett
|
||
|
For
|
1b. Election of Director: Srinivas Tallapragada
|
||
|
For
|
1c. Election of Director: Sigal Zarmi
|
||
|
For
|
For
|
2. Company Proposal - Advisory, non-binding vote to approve named executive officer compensation
|
Issuer
|
|
For
|
For
|
3. Company Proposal - Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GUIDEWIRE SOFTWARE, INC.
|
12/20/22
|
GWRE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one-year term expiring at the 2023 annual meeting: Marcus S. Ryu
|
||
|
For
|
1b. Election of Director for a one-year term expiring at the 2023 annual meeting: Paul Lavin
|
||
|
For
|
1c. Election of Director for a one-year term expiring at the 2023 annual meeting: Mike Rosenbaum
|
||
|
For
|
1d. Election of Director for a one-year term expiring at the 2023 annual meeting: David S. Bauer
|
||
|
For
|
1e. Election of Director for a one-year term expiring at the 2023 annual meeting: Margaret Dillon
|
||
|
For
|
1f. Election of Director for a one-year term expiring at the 2023 annual meeting: Michael C. Keller
|
||
|
For
|
1g. Election of Director for a one-year term expiring at the 2023 annual meeting: Catherine P. Lego
|
||
|
For
|
1h. Election of Director for a one-year term expiring at the 2023 annual meeting: Rajani Ramanathan
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. To approve, on a non-binding, advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve the amendment and restatement of our certificate of incorporation to permit stockholders holding 20% of our outstanding common stock to call special meetings.
|
Issuer
|
|
For
|
For
|
5. To approve the amendment and restatement of our certificate of incorporation to permit the exculpation of officers.
|
Issuer
|
|
For
|
For
|
6. To approve the amendment and restatement of the Guidewire Software, Inc. 2020 Stock Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HEALTHEQUITY, INC.
|
6/22/23
|
HQY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 Annual Meeting: Robert Selander
|
||
|
For
|
1b. Election of Director to hold office until the 2024 Annual Meeting: Jon Kessler
|
||
|
For
|
1c. Election of Director to hold office until the 2024 Annual Meeting: Stephen Neeleman, M.D.
|
||
|
For
|
1d. Election of Director to hold office until the 2024 Annual Meeting: Paul Black
|
||
|
For
|
1e. Election of Director to hold office until the 2024 Annual Meeting: Frank Corvino
|
||
|
For
|
1f. Election of Director to hold office until the 2024 Annual Meeting: Adrian Dillon
|
||
|
For
|
1g. Election of Director to hold office until the 2024 Annual Meeting: Evelyn Dilsaver
|
||
|
For
|
1h. Election of Director to hold office until the 2024 Annual Meeting: Debra McCowan
|
||
|
For
|
1i. Election of Director to hold office until the 2024 Annual Meeting: Rajesh Natarajan
|
||
|
For
|
1j. Election of Director to hold office until the 2024 Annual Meeting: Stuart Parker
|
||
|
For
|
1k. Election of Director to hold office until the 2024 Annual Meeting: Gayle Wellborn
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding, advisory basis, the fiscal 2023 compensation paid to our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation paid to our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ICON PLC
|
7/26/22
|
ICLR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Dr. Steve Cutler
|
||
|
For
|
1.2 Election of Director: Dr. John Climax
|
||
|
For
|
1.3 Election of Director: Mr. Ronan Murphy
|
||
|
For
|
For
|
2. To review the Company’s affairs and consider the Accounts and Reports
|
Issuer
|
|
For
|
For
|
3. To authorise the fixing of the Auditors’ Remuneration
|
Issuer
|
|
For
|
For
|
4. To authorise the Company to allot shares
|
Issuer
|
|
For
|
For
|
5. To disapply the statutory pre-emption rights
|
Issuer
|
|
For
|
For
|
6. To disapply the statutory pre-emption rights for funding capital investment or acquisitions
|
Issuer
|
|
For
|
For
|
7. To authorise the Company to make market purchases of shares
|
Issuer
|
|
For
|
For
|
8. To authorise the price range at which the Company can reissue shares that it holds as treasury shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
IDEXX LABORATORIES, INC.
|
5/17/23
|
IDXX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director (Proposal One): Daniel M. Junius
|
||
|
For
|
1b. Election of Director (Proposal One): Lawrence D. Kingsley
|
||
|
For
|
1c. Election of Director (Proposal One): Sophie V. Vandebroek, PhD
|
||
|
For
|
For
|
2. Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting
firm for the current fiscal year (Proposal Two).
|
Issuer
|
|
For
|
For
|
3. Advisory Vote on Executive Compensation. To approve a nonbinding advisory resolution on the Company’s executive compensation (Proposal Three).
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Advisory Votes on Executive Compensation. To recommend, by nonbinding advisory vote, the frequency of future advisory votes on the Company’s executive
compensation (Proposal Four).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INGERSOLL RAND INC.
|
6/15/23
|
IR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Vicente Reynal
|
||
|
For
|
1b. Election of Director: William P. Donnelly
|
||
|
For
|
1c. Election of Director: Kirk E. Arnold
|
||
|
For
|
1d. Election of Director: Gary D. Forsee
|
||
|
For
|
1e. Election of Director: Jennifer Hartsock
|
||
|
For
|
1f. Election of Director: John Humphrey
|
||
|
For
|
1g. Election of Director: Marc E. Jones
|
||
|
For
|
1h. Election of Director: Mark Stevenson
|
||
|
For
|
1i. Election of Director: Michael Stubblefield
|
||
|
For
|
1j. Election of Director: Tony L. White
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Non-binding vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Non-binding vote on the frequency of future votes to approve executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTERCONTINENTAL EXCHANGE, INC.
|
5/19/23
|
ICE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for terms expiring in 2024: Hon. Sharon Y. Bowen
|
||
|
For
|
1b. Election of Director for terms expiring in 2024: Shantella E. Cooper
|
||
|
For
|
1c. Election of Director for terms expiring in 2024: Duriya M. Farooqui
|
||
|
For
|
1d. Election of Director for terms expiring in 2024: The Rt. Hon. the Lord Hague of Richmond
|
||
|
For
|
1e. Election of Director for terms expiring in 2024: Mark F. Mulhern
|
||
|
For
|
1f. Election of Director for terms expiring in 2024: Thomas E. Noonan
|
||
|
For
|
1g. Election of Director for terms expiring in 2024: Caroline L. Silver
|
||
|
For
|
1h. Election of Director for terms expiring in 2024: Jeffrey C. Sprecher
|
||
|
For
|
1i. Election of Director for terms expiring in 2024: Judith A. Sprieser
|
||
|
For
|
1j. Election of Director for terms expiring in 2024: Martha A. Tirinnanzi
|
||
|
For
|
For
|
2. To approve, by non-binding vote, the advisory resolution on executive compensation for named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, by non-binding vote, the advisory resolution to approve the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. A stockholder proposal regarding special stockholder meeting improvement, if properly presented at the Annual Meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
IQVIA HOLDINGS INC.
|
4/18/23
|
IQV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Carol J. Burt
|
||
|
For
|
1b. Election of Director: Colleen A. Goggins
|
||
|
For
|
1c. Election of Director: Sheila A. Stamps
|
||
|
Against
|
For
|
2. Approve an advisory (non-binding) resolution to approve IQVIA’s executive compensation (say-on-pay).
|
Security Holder
|
|
For
|
For
|
3. Approve a Company proposal to amend IQVIA’s Certificate of Incorporation to adopt a stockholders’ right to request a special stockholders’ meeting.
|
Issuer
|
|
For
|
Against
|
4. If properly presented, a stockholder proposal concerning special stockholder meetings.
|
Security Holder
|
|
For
|
Against
|
5. If properly presented, a stockholder proposal for separate Chairman and Chief Executive Officer roles.
|
Security Holder
|
|
For
|
For
|
6. Ratification of the appointment of PricewaterhouseCoopers LLP as IQVIA’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KEYSIGHT TECHNOLOGIES, INC.
|
3/16/23
|
KEYS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to a 3-year term: Satish C. Dhanasekaran
|
||
|
For
|
1.2 Election of Director to a 3-year term: Richard P. Hamada
|
||
|
For
|
1.3 Election of Director to a 3-year term: Paul A. Lacouture
|
||
|
For
|
1.4 Election of Director to a 3-year term: Kevin A. Stephens
|
||
|
For
|
For
|
2. Ratify the Audit and Finance Committee’s appointment of PricewaterhouseCoopers LLP as Keysight’s independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. Approve, on a non-binding advisory basis, the compensation of Keysight’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Approve an amendment to Keysight’s Amended and Restated Certificate of Incorporation to declassify the Board of Directors.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
7/25/22
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A ELECT DIRECTOR STEPHEN F. ANGEL
|
||
|
For
|
1B ELECT DIRECTOR SANJIV LAMBA
|
||
|
For
|
1C ELECT DIRECTOR ANN-KRISTIN ACHLEITNER
|
||
|
For
|
1D ELECT DIRECTOR THOMAS ENDERS
|
||
|
For
|
1E ELECT DIRECTOR EDWARD G. GALANTE
|
||
|
For
|
1F ELECT DIRECTOR JOE KAESER
|
||
|
For
|
1G ELECT DIRECTOR VICTORIA E. OSSADNIK
|
||
|
For
|
1H ELECT DIRECTOR MARTIN H. RICHENHAGEN
|
||
|
For
|
1I ELECT DIRECTOR ALBERTO WEISSER
|
||
|
For
|
1J ELECT DIRECTOR ROBERT L. WOOD
|
||
|
For
|
For
|
2A RATIFY PRICEWATERHOUSECOOPERS AS AUDITORS
|
Issuer
|
|
For
|
For
|
2B AUTHORISE BOARD TO FIX REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
3 ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS’ COMPENSATION
|
Issuer
|
|
For
|
For
|
4 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
5 DETERMINE PRICE RANGE FOR REISSUANCE OF TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 ADOPT SIMPLE MAJORITY VOTE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 AMEND ARTICLES OF ASSOCIATION
|
Issuer
|
|
For
|
For
|
3 APPROVE COMMON DRAFT TERMS OF MERGER
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 THAT THE SCHEME IN ITS ORIGINAL FORM OR WITH OR SUBJECT TO ANY MODIFICATION(S), ADDITION(S) OR CONDITION(S) APPROVED OR IMPOSED BY THE IRISH HIGH COURT
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LULULEMON ATHLETICA INC.
|
6/7/23
|
LULU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Michael Casey
|
||
|
For
|
1b. Election of Class I Director: Glenn Murphy
|
||
|
For
|
1c. Election of Class I Director: David Mussafer
|
||
|
For
|
1d. Election of Class II Director: Isabel Mahe
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 28, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
Abstain
|
None
|
4. To cast an advisory vote on the frequency of including advisory say-on-pay votes in proxy materials for future shareholder meetings.
|
Issuer
|
|
For
|
For
|
5. To approve the adoption of the lululemon 2023 Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LUMENTUM HOLDINGS INC.
|
11/16/22
|
LITE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Penelope A. Herscher
|
||
|
For
|
1b. Election of Director: Harold L. Covert
|
||
|
For
|
1c. Election of Director: Isaac H. Harris
|
||
|
For
|
1d. Election of Director: Julia S. Johnson
|
||
|
For
|
1e. Election of Director: Brian J. Lillie
|
||
|
For
|
1f. Election of Director: Alan S. Lowe
|
||
|
For
|
1g. Election of Director: Ian S. Small
|
||
|
For
|
1h. Election of Director: Janet S. Wong
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To approve the Amended and Restated 2015 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending July 1, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARTIN MARIETTA MATERIALS, INC.
|
5/11/23
|
MLM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dorothy M. Ables
|
||
|
For
|
1b. Election of Director: Sue W. Cole
|
||
|
For
|
1c. Election of Director: Anthony R. Foxx
|
||
|
For
|
1d. Election of Director: John J. Koraleski
|
||
|
For
|
1e. Election of Director: C. Howard Nye
|
||
|
For
|
1f. Election of Director: Laree E. Perez
|
||
|
For
|
1g. Election of Director: Thomas H. Pike
|
||
|
For
|
1h. Election of Director: Michael J. Quillen
|
||
|
For
|
1i. Election of Director: Donald W. Slager
|
||
|
For
|
1j. Election of Director: David C. Wajsgras
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers as independent auditors.
|
Issuer
|
|
For
|
For
|
3. Approval, by a non-binding advisory vote, of the compensation of Martin Marietta Materials, Inc.’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Selection, by a non-binding advisory vote, of the frequency of future shareholder votes to approve the compensation of Martin Marietta Materials, Inc.’s named executive officers.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal, if properly presented at the meeting, requesting the establishment within a year of GHG reduction targets.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MASTEC, INC.
|
5/16/23
|
MTZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ERNST N. CSISZAR
|
||
|
For
|
JULIA L. JOHNSON
|
||
|
For
|
JORGE MAS
|
||
|
For
|
For
|
2. Ratification of the appointment of BDO USA, LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of a non-binding advisory resolution regarding the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. A non-binding advisory resolution regarding the frequency of the vote regarding the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MGM RESORTS INTERNATIONAL
|
5/2/23
|
MGM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Barry Diller
|
||
|
For
|
1b. Election of Director: Alexis M. Herman
|
||
|
For
|
1c. Election of Director: William J. Hornbuckle
|
||
|
For
|
1d. Election of Director: Mary Chris Jammet
|
||
|
For
|
1e. Election of Director: Joey Levin
|
||
|
For
|
1f. Election of Director: Rose McKinney-James
|
||
|
For
|
1g. Election of Director: Keith A. Meister
|
||
|
For
|
1h. Election of Director: Paul Salem
|
||
|
For
|
1i. Election of Director: Jan G. Swartz
|
||
|
For
|
1j. Election of Director: Daniel J. Taylor
|
||
|
For
|
1k. Election of Director: Ben Winston
|
||
|
For
|
For
|
2. To ratify the selection of Deloitte & Touche LLP, as the independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency with which the Company conducts advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MICRON TECHNOLOGY, INC.
|
1/12/23
|
MU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Richard M. Beyer
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Lynn A. Dugle
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Steven J. Gomo
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Robert E. Switz
|
||
|
For
|
1h. ELECTION OF DIRECTOR: MaryAnn Wright
|
||
|
For
|
For
|
2. PROPOSAL BY THE COMPANY TO APPROVE A NON-BINDING RESOLUTION TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DESCRIBED IN THE PROXY STATEMENT.
|
Issuer
|
|
For
|
For
|
3. PROPOSAL BY THE COMPANY TO APPROVE OUR AMENDED AND RESTATED 2007 EQUITY INCENTIVE PLAN TO INCREASE THE SHARES RESERVED FOR ISSUANCE THERUNDER BY 50 MILLION AS DESCRIBED IN THE PROXY STATEMENT.
|
Issuer
|
|
For
|
For
|
4. PROPOSAL BY THE COMPANY TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING AUGUST 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MONOLITHIC POWER SYSTEMS, INC.
|
6/15/23
|
MPWR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Victor K. Lee
|
||
|
For
|
1.2 Election of Director: James C. Moyer
|
||
|
For
|
For
|
2. Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approve, on an advisory basis, the 2022 executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Recommend, on an advisory basis, the frequency of future advisory votes on the executive compensation.
|
Issuer
|
|
For
|
For
|
5. Approve the amendment and restatement of the Monolithic Power Systems, Inc. 2004 Employee Stock Purchase Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MSCI INC.
|
4/25/23
|
MSCI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Henry A. Fernandez
|
||
|
For
|
1b. Election of Director: Robert G. Ashe
|
||
|
For
|
1c. Election of Director: Wayne Edmunds
|
||
|
For
|
1d. Election of Director: Catherine R. Kinney
|
||
|
For
|
1e. Election of Director: Robin Matlock
|
||
|
For
|
1f. Election of Director: Jacques P. Perold
|
||
|
For
|
1g. Election of Director: C.D. Baer Pettit
|
||
|
For
|
1h. Election of Director: Sandy C. Rattray
|
||
|
For
|
1i. Election of Director: Linda H. Riefler
|
||
|
For
|
1j. Election of Director: Marcus L. Smith
|
||
|
For
|
1k. Election of Director: Rajat Taneja
|
||
|
For
|
1l. Election of Director: Paula Volent
|
||
|
For
|
For
|
2. To approve, by non-binding vote, our executive compensation, as described in these proxy materials.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend, by non-binding vote, the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of PricewaterhouseCoopers LLP as independent auditor.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NATERA, INC.
|
6/9/23
|
NTRA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ROWAN CHAPMAN
|
||
|
For
|
HERM ROSENMAN
|
||
|
For
|
JONATHAN SHEENA
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Natera, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory (non-binding) basis, the compensation of Natera, Inc.’s named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NATIONAL INSTRUMENTS CORPORATION
|
5/9/23
|
NATI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL E. MCGRATH
|
||
|
For
|
ALEXANDER M. DAVERN
|
||
|
For
|
For
|
2. To approve, on an advisory (non-binding) basis, National Instruments Corporation’s executive compensation program.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory (non-binding) basis, the frequency of stockholder votes on National Instruments Corporation’s executive compensation program.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as National Instruments Corporation’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NATIONAL INSTRUMENTS CORPORATION
|
6/29/23
|
NATI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To adopt the Agreement and Plan of Merger, dated as of April 12, 2023, by and among National Instruments Corporation, Emerson Electric Co., and Emersub CXIV (as it may be amended from time to
time, the “Merger Agreement”).
|
Issuer
|
|
For
|
For
|
2. To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to National Instruments Corporation’s named executive officers that is based on or otherwise
relates to the Merger Agreement and the transactions contemplated by the Merger Agreement.
|
Issuer
|
|
For
|
For
|
3. To approve any adjournment of the special meeting of stockholders of National Instruments Corporation (the “Special Meeting”), if necessary or appropriate, to solicit additional proxies if
there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PALO ALTO NETWORKS, INC.
|
12/13/22
|
PANW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Dr. Helene D. Gayle
|
||
|
For
|
1b. Election of Class II Director: James J. Goetz
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending July 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the 2021 Palo Alto Networks, Inc. Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
S&P GLOBAL INC.
|
5/3/23
|
SPGI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Marco Alverà
|
||
|
For
|
1B. Election of Director: Jacques Esculier
|
||
|
For
|
1C. Election of Director: Gay Huey Evans
|
||
|
For
|
1D. Election of Director: William D. Green
|
||
|
For
|
1E. Election of Director: Stephanie C. Hill
|
||
|
For
|
1F. Election of Director: Rebecca Jacoby
|
||
|
For
|
1G. Election of Director: Robert P. Kelly
|
||
|
For
|
1H. Election of Director: Ian P. Livingston
|
||
|
For
|
1I. Election of Director: Deborah D. McWhinney
|
||
|
For
|
1J. Election of Director: Maria R. Morris
|
||
|
For
|
1K. Election of Director: Douglas L. Peterson
|
||
|
For
|
1L. Election of Director: Richard E. Thornburgh
|
||
|
For
|
1M. Election of Director: Gregory Washington
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an advisory basis, the frequency on which the Company conducts an advisory vote on the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of Ernst & Young LLP as the Company’s independent auditor for 2023;
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SBA COMMUNICATIONS CORPORATION
|
5/25/23
|
SBAC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director For a three-year term expiring at the 2026 Annual Meeting: Steven E. Bernstein
|
||
|
For
|
1.2 Election of Director For a three-year term expiring at the 2026 Annual Meeting: Laurie Bowen
|
||
|
For
|
1.3 Election of Director For a three-year term expiring at the 2026 Annual Meeting: Amy E. Wilson
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as SBA’s independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of the compensation of SBA’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approval, on an advisory basis, of the frequency of future advisory votes on the compensation of SBA’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
|
4/5/23
|
SLB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Peter Coleman
|
||
|
For
|
1b. Election of Director: Patrick de La Chevardière
|
||
|
For
|
1c. Election of Director: Miguel Galuccio
|
||
|
For
|
1d. Election of Director: Olivier Le Peuch
|
||
|
For
|
1e. Election of Director: Samuel Leupold
|
||
|
For
|
1f. Election of Director: Tatiana Mitrova
|
||
|
For
|
1g. Election of Director: Maria Moraeus Hanssen
|
||
|
For
|
1h. Election of Director: Vanitha Narayanan
|
||
|
For
|
1i. Election of Director: Mark Papa
|
||
|
For
|
1j. Election of Director: Jeff Sheets
|
||
|
For
|
1k. Election of Director: Ulrich Spiesshofer
|
||
|
1 Year
|
1 Year
|
2. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Abstain
|
For
|
3. Advisory approval of our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of our consolidated balance sheet at December 31, 2022; our consolidated statement of income for the year ended December 31, 2022; and the declarations of dividends by our Board of
Directors in 2022, as reflected in our 2022 Annual Report to Shareholders.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SHIFT4 PAYMENTS, INC.
|
6/9/23
|
FOUR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
SAM BAKHSHANDEHPOUR
|
||
|
For
|
JONATHAN HALKYARD
|
||
|
For
|
DONALD ISAACMAN
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SHOALS TECHNOLOGIES GROUP, INC.
|
5/4/23
|
SHLS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JEANNETTE MILLS
|
||
|
For
|
LORI SUNDBERG
|
||
|
1 Year
|
1 Year
|
2. Approval, by an advisory vote, of the frequency of future advisory votes to approve the compensation of the Company’s Named Executive Officers (i.e., “say-on-pay” frequency proposal).
|
Issuer
|
|
For
|
For
|
3. Approval, by an advisory vote, of the compensation of the Company’s Named Executive Officers (i.e., “say-on-pay” proposal).
|
Issuer
|
|
For
|
For
|
4. The ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SOLAREDGE TECHNOLOGIES, INC.
|
6/1/23
|
SEDG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Marcel Gani
|
||
|
For
|
1b. Election of Director: Tal Payne
|
||
|
For
|
For
|
2. Ratification of appointment of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of, on an advisory and non-binding basis, the compensation of our named executive officers (the “Say-on-Pay” vote).
|
Issuer
|
|
1 Year
|
1 Year
|
4. Vote, on an advisory and non-binding basis, on the preferred frequency of future stockholder advisory votes to approve the compensation of our named executive officers (the “Say-on- Frequency”
vote).
|
Issuer
|
|
For
|
For
|
5. Approval of an amendment to the Company’s certificate of incorporation to declassify the Board and phase-in annual director elections.
|
Issuer
|
|
For
|
For
|
6. Approval of an amendment to the Company’s certificate of incorporation to remove the supermajority voting requirements to amend certain provisions of the Company’s certificate of incorporation
and bylaws.
|
Issuer
|
|
For
|
For
|
7. Approval of an amendment to the Company’s certificate of incorporation to add a federal forum selection provision for causes of action under the Securities Act of 1933.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SPLUNK INC.
|
6/21/23
|
SPLK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Patricia Morrison
|
||
|
For
|
1b. Election of Class II Director: David Tunnell
|
||
|
For
|
1c. Election of Class II Director: General Dennis Via (ret)
|
||
|
For
|
1d. Election of Class II Director: Luis Visoso
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers, as described in the proxy statement.
|
Issuer
|
|
For
|
For
|
4. To approve the Splunk Inc. Amended and Restated 2022 Equity Incentive Plan and the reservation of shares thereunder.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SVB FINANCIAL GROUP
|
4/27/23
|
SIVB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Withhold
|
GREG BECKER
|
||
|
Withhold
|
ERIC BENHAMOU
|
||
|
Withhold
|
ELIZABETH “BUSY” BURR
|
||
|
Withhold
|
RICHARD DANIELS
|
||
|
Withhold
|
ALISON DAVIS
|
||
|
Withhold
|
JOEL FRIEDMAN
|
||
|
Withhold
|
THOMAS KING
|
||
|
Withhold
|
JEFFREY MAGGIONCALDA
|
||
|
Withhold
|
BEVERLY KAY MATTHEWS
|
||
|
Withhold
|
MARY MILLER
|
||
|
Withhold
|
KATE MITCHELL
|
||
|
Withhold
|
GAREN STAGLIN
|
||
|
Abstain
|
For
|
2. To approve our Second Amended and Restated Certificate of Incorporation to update the exculpation provision to align with Delaware law.
|
Issuer
|
|
Abstain
|
For
|
3. To approve, on an advisory basis, our executive compensation (“Say on Pay”).
|
Issuer
|
|
2 Years
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future Say on Pay votes.
|
Issuer
|
|
Against
|
For
|
5. To approve our Amended and Restated 2006 Equity Incentive Plan to increase the number of shares reserved for issuance thereunder.
|
Issuer
|
|
Abstain
|
For
|
6. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
7. Shareholder proposal requesting that the Board of Directors oversee a racial equity audit.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SYNOPSYS, INC.
|
4/12/23
|
SNPS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Aart J. de Geus
|
||
|
For
|
1b. Election of Director: Luis Borgen
|
||
|
For
|
1c. Election of Director: Marc N. Casper
|
||
|
For
|
1d. Election of Director: Janice D. Chaffin
|
||
|
For
|
1e. Election of Director: Bruce R. Chizen
|
||
|
For
|
1f. Election of Director: Mercedes Johnson
|
||
|
For
|
1g. Election of Director: Jeannine P. Sargent
|
||
|
For
|
1h. Election of Director: John G. Schwarz
|
||
|
For
|
1i. Election of Director: Roy Vallee
|
||
|
For
|
For
|
2. To approve our 2006 Employee Equity Incentive Plan, as amended, in order to, among other items, increase the number of shares available for issuance under the plan by 3,300,000 shares.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory basis, the frequency of an advisory vote on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the Proxy Statement.
|
Issuer
|
|
For
|
For
|
5. To ratify the selection of KPMG LLP as our independent registered public accounting firm for the fiscal year ending October 28, 2023.
|
Issuer
|
|
Against
|
Against
|
6. To vote on a stockholder proposal regarding special stockholder meetings, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TASKUS,INC
|
5/18/23
|
TASK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JASPAR WEIR
|
||
|
For
|
AMIT DIXIT
|
||
|
For
|
MICHELLE GONZALEZ
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TENABLE HOLDINGS, INC.
|
5/24/23
|
TENB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: John C. Huffard, Jr.
|
||
|
For
|
1.2 Election of Director: A. Brooke Seawell
|
||
|
For
|
1.3 Election of Director: Raymond Vicks, Jr.
|
||
|
For
|
For
|
2. To ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year ending
December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE TRADE DESK, INC.
|
5/25/23
|
TTD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JEFF T. GREEN
|
||
|
For
|
ANDREA L. CUNNINGHAM
|
||
|
For
|
For
|
2. The ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TOPGOLF CALLAWAY BRANDS CORP.
|
6/6/23
|
MODG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Oliver G. Brewer III
|
||
|
For
|
1b. Election of Director: Erik J Anderson
|
||
|
For
|
1c. Election of Director: Laura J. Flanagan
|
||
|
For
|
1d. Election of Director: Russell L. Fleischer
|
||
|
For
|
1e. Election of Director: Bavan M. Holloway
|
||
|
For
|
1f. Election of Director: John F. Lundgren
|
||
|
For
|
1g. Election of Director: Scott M. Marimow
|
||
|
For
|
1h. Election of Director: Adebayo O. Ogunlesi
|
||
|
For
|
1i. Election of Director: Varsha R. Rao
|
||
|
For
|
1j. Election of Director: Linda B. Segre
|
||
|
For
|
1k. Election of Director: Anthony S. Thornley
|
||
|
For
|
1l. Election of Director: C. Matthew Turney
|
||
|
For
|
For
|
2. To ratify, on an advisory basis, the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2023
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future shareholder votes to approve the compensation of the Company’s named executive officers
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRACTOR SUPPLY COMPANY
|
5/11/23
|
TSCO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director for a one-year term ending at the 2024 Annual Meeting: Joy Brown
|
||
|
For
|
1.2 Election of Director for a one-year term ending at the 2024 Annual Meeting: Ricardo Cardenas
|
||
|
For
|
1.3 Election of Director for a one-year term ending at the 2024 Annual Meeting: André Hawaux
|
||
|
For
|
1.4 Election of Director for a one-year term ending at the 2024 Annual Meeting: Denise L. Jackson
|
||
|
For
|
1.5 Election of Director for a one-year term ending at the 2024 Annual Meeting: Ramkumar Krishnan
|
||
|
For
|
1.6 Election of Director for a one-year term ending at the 2024 Annual Meeting: Edna K. Morris
|
||
|
For
|
1.7 Election of Director for a one-year term ending at the 2024 Annual Meeting: Mark J. Weikel
|
||
|
For
|
1.8 Election of Director for a one-year term ending at the 2024 Annual Meeting: Harry A. Lawton III
|
||
|
For
|
For
|
2 To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 30, 2023
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding, advisory basis, the compensation of the named executive officers of the Company (Say on Pay)
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on a non-binding, advisory basis, the frequency of the advisory vote on Say on Pay in future years
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRANSUNION
|
5/4/23
|
TRU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: George M. Awad
|
||
|
For
|
1b. Election of Director: William P. (Billy) Bosworth
|
||
|
For
|
1c. Election of Director: Christopher A. Cartwright
|
||
|
For
|
1d. Election of Director: Suzanne P. Clark
|
||
|
For
|
1e. Election of Director: Hamidou Dia
|
||
|
For
|
1f. Election of Director: Russell P. Fradin
|
||
|
For
|
1g. Election of Director: Charles E. Gottdiener
|
||
|
For
|
1h. Election of Director: Pamela A. Joseph
|
||
|
For
|
1i. Election of Director: Thomas L. Monahan, III
|
||
|
For
|
1j. Election of Director: Ravi Kumar Singisetti
|
||
|
For
|
1k. Election of Director: Linda K. Zukauckas
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers LLP as TransUnion’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of TransUnion’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TREX COMPANY, INC.
|
5/4/23
|
TREX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Jay M. Gratz
|
||
|
For
|
1.2 Election of Director: Ronald W. Kaplan
|
||
|
For
|
1.3 Election of Director: Gerald Volas
|
||
|
For
|
For
|
2. Non-binding advisory vote on executive compensation (“say-on-pay”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Non-binding advisory vote on the frequency of future advisory votes on the compensation of named executive officers (“say-on-frequency”).
|
Issuer
|
|
For
|
For
|
4. Approve the Trex Company, Inc. 2023 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TYLER TECHNOLOGIES, INC.
|
5/11/23
|
TYL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
GLENN A. CARTER
|
||
|
For
|
BRENDA A. CLINE
|
||
|
For
|
RONNIE D. HAWKINS, JR.
|
||
|
For
|
MARY L. LANDRIEU
|
||
|
For
|
JOHN S. MARR, JR.
|
||
|
For
|
H. LYNN MOORE, JR.
|
||
|
For
|
DANIEL M. POPE
|
||
|
For
|
DUSTIN R. WOMBLE
|
||
|
For
|
For
|
2. Advisory Approval of Our Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of Our Independent Auditors for Fiscal Year 2023.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Resolution on the Frequency of Shareholder Voting on Our Executive Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNIVERSAL DISPLAY CORPORATION
|
6/15/23
|
OLED
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term: Steven V. Abramson
|
||
|
For
|
1b. Election of Director to serve for a one-year term: Cynthia J. Comparin
|
||
|
For
|
1c. Election of Director to serve for a one-year term: Richard C. Elias
|
||
|
For
|
1d. Election of Director to serve for a one-year term: Elizabeth H. Gemmill
|
||
|
For
|
1e. Election of Director to serve for a one-year term: C. Keith Hartley
|
||
|
For
|
1f. Election of Director to serve for a one-year term: Celia M. Joseph
|
||
|
For
|
1g. Election of Director to serve for a one-year term: Lawrence Lacerte
|
||
|
For
|
1h. Election of Director to serve for a one-year term: Sidney D. Rosenblatt
|
||
|
For
|
For
|
2. Approval of the Company’s Equity Compensation Plan.
|
Issuer
|
|
For
|
For
|
3. Advisory resolution to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory resolution regarding the frequency of future advisory shareholder votes on compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VEEVA SYSTEMS INC.
|
6/21/23
|
VEEV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until the annual meeting to be held in 2024: Tim Cabral
|
||
|
For
|
1b. Election of Director to serve until the annual meeting to be held in 2024: Mark Carges
|
||
|
For
|
1c. Election of Director to serve until the annual meeting to be held in 2024: Peter P. Gassner
|
||
|
For
|
1d. Election of Director to serve until the annual meeting to be held in 2024: Mary Lynne Hedley
|
||
|
For
|
1e. Election of Director to serve until the annual meeting to be held in 2024: Priscilla Hung
|
||
|
For
|
1f. Election of Director to serve until the annual meeting to be held in 2024: Tina Hunt
|
||
|
For
|
1g. Election of Director to serve until the annual meeting to be held in 2024: Marshall Mohr
|
||
|
For
|
1h. Election of Director to serve until the annual meeting to be held in 2024: Gordon Ritter
|
||
|
For
|
1i. Election of Director to serve until the annual meeting to be held in 2024: Paul Sekhri
|
||
|
For
|
1j. Election of Director to serve until the annual meeting to be held in 2024: Matthew J. Wallach
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve an amendment and restatement of our Certificate of Incorporation to eliminate inoperative provisions and update certain other miscellaneous provisions, to take effect on or after
October 15, 2023.
|
Issuer
|
|
Against
|
Against
|
4. To vote on a shareholder proposal to require shareholder approval for certain advance notice bylaw amendments, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERISK ANALYTICS, INC.
|
5/17/23
|
VRSK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Vincent K. Brooks
|
||
|
For
|
1b. Election of Director: Jeffrey Dailey
|
||
|
For
|
1c. Election of Director: Wendy Lane
|
||
|
For
|
1d. Election of Director: Lee M. Shavel
|
||
|
For
|
1e. Election of Director: Kimberly S. Stevenson
|
||
|
For
|
1f. Election of Director: Olumide Soroye
|
||
|
For
|
For
|
2. To approve executive compensation on an advisory, non-binding basis.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend the frequency of executive compensation votes on an advisory, non-binding basis.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Deloitte & Touche LLP as our independent auditor for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WESCO INTERNATIONAL, INC.
|
5/25/23
|
WCC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOHN J. ENGEL
|
||
|
For
|
ANNE M. COONEY
|
||
|
For
|
MATTHEW J. ESPE
|
||
|
For
|
BOBBY J. GRIFFIN
|
||
|
For
|
SUNDARAM NAGARAJAN
|
||
|
For
|
STEVEN A. RAYMUND
|
||
|
For
|
JAMES L. SINGLETON
|
||
|
For
|
EASWARAN SUNDARAM
|
||
|
For
|
LAURA K. THOMPSON
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an advisory basis, the frequency of an advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Name Of Fund:
|
Buffalo Dividend Focus Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABBOTT LABORATORIES
|
4/28/23
|
ABT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: R. J. Alpern
|
||
|
For
|
1b. Election of Director: C. Babineaux-Fontenot
|
||
|
For
|
1c. Election of Director: S. E. Blount
|
||
|
For
|
1d. Election of Director: R. B. Ford
|
||
|
For
|
1e. Election of Director: P. Gonzalez
|
||
|
For
|
1f. Election of Director: M. A. Kumbier
|
||
|
For
|
1g. Election of Director: D. W. McDew
|
||
|
For
|
1h. Election of Director: N. McKinstry
|
||
|
For
|
1i. Election of Director: M. G. O’Grady
|
||
|
For
|
1j. Election of Director: M. F. Roman
|
||
|
For
|
1k. Election of Director: D. J. Starks
|
||
|
For
|
1l. Election of Director: J. G. Stratton
|
||
|
For
|
For
|
2. Ratification of Ernst & Young LLP As Auditors
|
Issuer
|
|
Against
|
For
|
3. Say on Pay - An Advisory Vote on the Approval of Executive Compensation
|
Security Holder
|
|
1 Year
|
1 Year
|
4. Say When on Pay - An Advisory Vote on the Approval of the Frequency of Shareholder Votes on Executive Compensation
|
Issuer
|
|
For
|
Against
|
5. Shareholder Proposal - Special Shareholder Meeting Threshold
|
Security Holder
|
|
For
|
Against
|
6. Shareholder Proposal - Independent Board Chairman
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Lobbying Disclosure
|
Security Holder
|
|
For
|
Against
|
8. Shareholder Proposal - Incentive Compensation
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABSOLUTE SOFTWARE CORPORATION
|
12/7/22
|
ABST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 To set the number of Directors at seven (7).
|
Issuer
|
|
For
|
DANIEL P. RYAN
|
||
|
For
|
LYNN ATCHISON
|
||
|
For
|
ANDRE MINTZ
|
||
|
For
|
GREGORY MONAHAN
|
||
|
For
|
SALVATORE (SAL) VISCA
|
||
|
For
|
GERHARD WATZINGER
|
||
|
For
|
CHRISTY WYATT
|
||
|
For
|
For
|
3 Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABSOLUTE SOFTWARE CORPORATION
|
6/29/23
|
ABST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 To consider and, if deemed advisable, pass, with or without variation, a special resolution of Securityholders substantially in the form attached as Appendix “C” to the accompanying management
information circular, to approve an arrangement under section 288 of the Business Corporations Act (British Columbia), involving the Company and 1414364 B.C. Ltd., as more particularly described in the accompanying management information
circular.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ACTIVISION BLIZZARD, INC.
|
6/21/23
|
ATVI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Reveta Bowers
|
||
|
For
|
1b. Election of Director: Kerry Carr
|
||
|
For
|
1c. Election of Director: Robert Corti
|
||
|
For
|
1d. Election of Director: Brian Kelly
|
||
|
For
|
1e. Election of Director: Robert Kotick
|
||
|
For
|
1f. Election of Director: Barry Meyer
|
||
|
For
|
1g. Election of Director: Robert Morgado
|
||
|
For
|
1h. Election of Director: Peter Nolan
|
||
|
For
|
1i. Election of Director: Dawn Ostroff
|
||
|
For
|
For
|
2. Advisory vote to approve our executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of future advisory votes to approve our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal regarding shareholder ratification of termination pay.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal regarding adoption of a freedom of association and collective bargaining policy.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal regarding preparation of a report about the Company’s efforts to prevent abuse, harassment, and discrimination.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ALPHABET INC.
|
6/2/23
|
GOOGL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Larry Page
|
||
|
For
|
1b. Election of Director: Sergey Brin
|
||
|
For
|
1c. Election of Director: Sundar Pichai
|
||
|
For
|
1d. Election of Director: John L. Hennessy
|
||
|
For
|
1e. Election of Director: Frances H. Arnold
|
||
|
For
|
1f. Election of Director: R. Martin “Marty” Chávez
|
||
|
For
|
1g. Election of Director: L. John Doerr
|
||
|
For
|
1h. Election of Director: Roger W. Ferguson Jr.
|
||
|
For
|
1i. Election of Director: Ann Mather
|
||
|
For
|
1j. Election of Director: K. Ram Shriram
|
||
|
For
|
1k. Election of Director: Robin L. Washington
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as Alphabet’s independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
For
|
For
|
3. Approval of amendment and restatement of Alphabet’s Amended and Restated 2021 Stock Plan to increase the share reserve by 170,000,000 (post stock split) shares of Class C capital stock
|
Issuer
|
|
For
|
For
|
4. Advisory vote to approve compensation awarded to named executive officers
|
Issuer
|
|
3 Years
|
3 Years
|
5. Advisory vote on the frequency of advisory votes to approve compensation awarded to named executive officers
|
Issuer
|
|
Against
|
Against
|
6. Stockholder proposal regarding a lobbying report
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder proposal regarding a congruency report
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder proposal regarding a climate lobbying report
|
Security Holder
|
|
Against
|
Against
|
9. Stockholder proposal regarding a report on reproductive rights and data privacy
|
Security Holder
|
|
Against
|
Against
|
10. Stockholder proposal regarding a human rights assessment of data center siting
|
Security Holder
|
|
Against
|
Against
|
11. Stockholder proposal regarding a human rights assessment of targeted ad policies and practices
|
Security Holder
|
|
Against
|
Against
|
12. Stockholder proposal regarding algorithm disclosures
|
Security Holder
|
|
Against
|
Against
|
13. Stockholder proposal regarding a report on alignment of YouTube policies with legislation
|
Security Holder
|
|
Against
|
Against
|
14. Stockholder proposal regarding a content governance report
|
Security Holder
|
|
Against
|
Against
|
15. Stockholder proposal regarding a performance review of the Audit and Compliance Committee
|
Security Holder
|
|
Against
|
Against
|
16. Stockholder proposal regarding bylaws amendment
|
Security Holder
|
|
Against
|
Against
|
17. Stockholder proposal regarding “executives to retain significant stock”
|
Security Holder
|
|
Against
|
Against
|
18. Stockholder proposal regarding equal shareholder voting
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMAZON.COM, INC.
|
5/24/23
|
AMZN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Jeffrey P. Bezos
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Andrew R. Jassy
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Keith B. Alexander
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Edith W. Cooper
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Jamie S. Gorelick
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Daniel P. Huttenlocher
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Judith A. McGrath
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Indra K. Nooyi
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Jonathan J. Rubinstein
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Patricia Q. Stonesifer
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Wendell P. Weeks
|
||
|
For
|
For
|
2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
|
Issuer
|
|
For
|
For
|
3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION
|
Issuer
|
|
1 Year
|
1 Year
|
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION
|
Issuer
|
|
For
|
For
|
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE PLAN, AS AMENDED AND RESTATED, FOR PURPOSES OF FRENCH TAX LAW
|
Issuer
|
|
Against
|
Against
|
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON RETIREMENT PLAN OPTIONS
|
Security Holder
|
|
Against
|
Against
|
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER DUE DILIGENCE
|
Security Holder
|
|
Against
|
Against
|
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
|
Security Holder
|
|
Against
|
Against
|
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CONTENT REMOVAL REQUESTS
|
Security Holder
|
|
Against
|
Against
|
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON STAKEHOLDER IMPACTS
|
Security Holder
|
|
Against
|
Against
|
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE TAX REPORTING
|
Security Holder
|
|
Against
|
Against
|
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON CLIMATE LOBBYING
|
Security Holder
|
|
Against
|
Against
|
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON GENDER/RACIAL PAY
|
Security Holder
|
|
Against
|
Against
|
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY, AND INCLUSION PROGRAMS
|
Security Holder
|
|
Against
|
Against
|
15. SHAREHOLDER PROPOSAL REQUESTING AN AMENDMENT TO OUR BYLAWS TO REQUIRE SHAREHOLDER APPROVAL FOR CERTAIN FUTURE AMENDMENTS
|
Security Holder
|
|
Against
|
Against
|
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON FREEDOM OF ASSOCIATION
|
Security Holder
|
|
Against
|
Against
|
17. SHAREHOLDER PROPOSAL REQUESTING A NEW POLICY REGARDING OUR EXECUTIVE COMPENSATION PROCESS
|
Security Holder
|
|
Against
|
Against
|
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON ANIMAL WELFARE STANDARDS
|
Security Holder
|
|
Against
|
Against
|
19. SHAREHOLDER PROPOSAL REQUESTING AN ADDITIONAL BOARD COMMITTEE
|
Security Holder
|
|
Against
|
Against
|
20. SHAREHOLDER PROPOSAL REQUESTING AN ALTERNATIVE DIRECTOR CANDIDATE POLICY
|
Security Holder
|
|
Against
|
Against
|
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON WAREHOUSE WORKING CONDITIONS
|
Security Holder
|
|
Against
|
Against
|
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON PACKAGING MATERIALS
|
Security Holder
|
|
Against
|
Against
|
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER USE OF CERTAIN TECHNOLOGIES
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMERICAN ELECTRIC POWER COMPANY, INC.
|
4/25/23
|
AEP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Nicholas K. Akins
|
||
|
For
|
1b. Election of Director: J. Barnie Beasley, Jr.
|
||
|
For
|
1c. Election of Director: Ben Fowke
|
||
|
For
|
1d. Election of Director: Art A. Garcia
|
||
|
For
|
1e. Election of Director: Linda A. Goodspeed
|
||
|
For
|
1f. Election of Director: Donna A. James
|
||
|
For
|
1g. Election of Director: Sandra Beach Lin
|
||
|
For
|
1h. Election of Director: Margaret M. McCarthy
|
||
|
For
|
1i. Election of Director: Oliver G. Richard III
|
||
|
For
|
1j. Election of Director: Daryl Roberts
|
||
|
For
|
1k. Election of Director: Julia A. Sloat
|
||
|
For
|
1l. Election of Director: Sara Martinez Tucker
|
||
|
For
|
1m. Election of Director: Lewis Von Thaer
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Amendment to the Company’s Bylaws to eliminate supermajority voting provisions.
|
Issuer
|
|
For
|
For
|
4. Advisory approval of the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory approval of the frequency of holding an advisory vote on the Company’s executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMERICAN TOWER CORPORATION
|
5/24/23
|
AMT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Thomas A. Bartlett
|
||
|
For
|
1b. Election of Director: Kelly C. Chambliss
|
||
|
For
|
1c. Election of Director: Teresa H. Clarke
|
||
|
For
|
1d. Election of Director: Raymond P. Dolan
|
||
|
For
|
1e. Election of Director: Kenneth R. Frank
|
||
|
For
|
1f. Election of Director: Robert D. Hormats
|
||
|
For
|
1g. Election of Director: Grace D. Lieblein
|
||
|
For
|
1h. Election of Director: Craig Macnab
|
||
|
For
|
1i. Election of Director: JoAnn A. Reed
|
||
|
For
|
1j. Election of Director: Pamela D. A. Reeve
|
||
|
For
|
1k. Election of Director: Bruce L. Tanner
|
||
|
For
|
1l. Election of Director: Samme L. Thompson
|
||
|
For
|
For
|
2. To ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To vote, on an advisory basis, on the frequency with which the Company will hold a stockholder advisory vote on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMETEK, INC.
|
5/4/23
|
AME
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a term of three years: Thomas A. Amato
|
||
|
For
|
1b. Election of Director for a term of three years: Anthony J. Conti
|
||
|
For
|
1c. Election of Director for a term of three years: Gretchen W. McClain
|
||
|
For
|
For
|
2. Approval, by advisory vote, of the compensation of AMETEK, Inc.’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Cast an advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APPLE INC.
|
3/10/23
|
AAPL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a Election of Director: James Bell
|
||
|
For
|
1b Election of Director: Tim Cook
|
||
|
For
|
1c Election of Director: Al Gore
|
||
|
For
|
1d Election of Director: Alex Gorsky
|
||
|
For
|
1e Election of Director: Andrea Jung
|
||
|
For
|
1f Election of Director: Art Levinson
|
||
|
For
|
1g Election of Director: Monica Lozano
|
||
|
For
|
1h Election of Director: Ron Sugar
|
||
|
For
|
1i Election of Director: Sue Wagner
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as Apple’s independent registered public accounting firm for fiscal 2023
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of advisory votes on executive compensation
|
Issuer
|
|
Against
|
Against
|
5. A shareholder proposal entitled “Civil Rights and Non-Discrimination Audit Proposal”
|
Security Holder
|
|
Against
|
Against
|
6. A shareholder proposal entitled “Communist China Audit”
|
Security Holder
|
|
Against
|
Against
|
7. A shareholder proposal on Board policy for communication with shareholder proponents
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal entitled “Racial and Gender Pay Gaps”
|
Security Holder
|
|
Against
|
Against
|
9. A shareholder proposal entitled “Shareholder Proxy Access Amendments”
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ARTHUR J. GALLAGHER & CO.
|
5/9/23
|
AJG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sherry S. Barrat
|
||
|
For
|
1b. Election of Director: William L. Bax
|
||
|
For
|
1c. Election of Director: Teresa H. Clarke
|
||
|
For
|
1d. Election of Director: D. John Coldman
|
||
|
For
|
1e. Election of Director: J. Patrick Gallagher, Jr.
|
||
|
For
|
1f. Election of Director: David S. Johnson
|
||
|
For
|
1g. Election of Director: Christopher C. Miskel
|
||
|
For
|
1h. Election of Director: Ralph J. Nicoletti
|
||
|
For
|
1i. Election of Director: Norman L. Rosenthal
|
||
|
Against
|
For
|
2. Ratification of the Appointment of Ernst & Young LLP as our Independent Auditor for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. Approval, on an Advisory Basis, of the Compensation of our Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Vote, on an Advisory Basis, on the Frequency of Future Votes to Approve the Compensation of Named Executive Officers.
|
Issuer
|
|
For
|
For
|
5. Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation to Limit the Liability of Certain Officers as Permitted by Law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BANK OF AMERICA CORPORATION
|
4/25/23
|
BAC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sharon L. Allen
|
||
|
For
|
1b. Election of Director: José (Joe) E. Almeida
|
||
|
For
|
1c. Election of Director: Frank P. Bramble, Sr.
|
||
|
For
|
1d. Election of Director: Pierre J. P. de Weck
|
||
|
For
|
1e. Election of Director: Arnold W. Donald
|
||
|
For
|
1f. Election of Director: Linda P. Hudson
|
||
|
For
|
1g. Election of Director: Monica C. Lozano
|
||
|
For
|
1h. Election of Director: Brian T. Moynihan
|
||
|
For
|
1i. Election of Director: Lionel L. Nowell III
|
||
|
For
|
1j. Election of Director: Denise L. Ramos
|
||
|
For
|
1k. Election of Director: Clayton S. Rose
|
||
|
For
|
1l. Election of Director: Michael D. White
|
||
|
For
|
1m. Election of Director: Thomas D. Woods
|
||
|
For
|
1n. Election of Director: Maria T. Zuber
|
||
|
For
|
For
|
2. Approving our executive compensation (an advisory, non-binding “Say on Pay” resolution)
|
Issuer
|
|
1 Year
|
1 Year
|
3. A vote on the frequency of future “Say on Pay” resolutions (an advisory, non-binding “Say on Frequency” resolution)
|
Issuer
|
|
For
|
For
|
4. Ratifying the appointment of our independent registered public accounting firm for 2023
|
Issuer
|
|
For
|
For
|
5. Amending and restating the Bank of America Corporation Equity Plan
|
Issuer
|
|
Against
|
Against
|
6. Shareholder proposal requesting an independent board chair
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal requesting shareholder ratification of termination pay
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder proposal requesting greenhouse gas reduction targets
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder proposal requesting report on transition planning
|
Security Holder
|
|
Against
|
Against
|
10. Shareholder proposal requesting adoption of policy to cease financing new fossil fuel supplies
|
Security Holder
|
|
Against
|
Against
|
11. Shareholder proposal requesting a racial equity audit
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BAXTER INTERNATIONAL INC.
|
5/2/23
|
BAX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1a. Election of Director: José (Joe) Almeida
|
||
|
Against
|
1b. Election of Director: Michael F. Mahoney
|
||
|
Against
|
1c. Election of Director: Patricia B. Morrison
|
||
|
Against
|
1d. Election of Director: Stephen N. Oesterle
|
||
|
Against
|
1e. Election of Director: Nancy M. Schlichting
|
||
|
Against
|
1f. Election of Director: Brent Shafer
|
||
|
Against
|
1g. Election of Director: Cathy R. Smith
|
||
|
Against
|
1h. Election of Director: Amy A. Wendell
|
||
|
Against
|
1i. Election of Director: David S. Wilkes
|
||
|
Against
|
1j. Election of Director: Peter M. Wilver
|
||
|
Against
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of Executive Compensation Advisory Votes.
|
Issuer
|
|
Against
|
For
|
4. Ratification of Appointment of Independent Registered Public Accounting Firm.
|
Issuer
|
|
For
|
Against
|
5. Stockholder Proposal - Shareholder Ratification of Excessive Termination Pay.
|
Security Holder
|
|
For
|
Against
|
6. Stockholder Proposal - Executives to Retain Significant Stock.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BLACKROCK, INC.
|
5/24/23
|
BLK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Bader M. Alsaad
|
||
|
For
|
1b. Election of Director: Pamela Daley
|
||
|
For
|
1c. Election of Director: Laurence D. Fink
|
||
|
For
|
1d. Election of Director: William E. Ford
|
||
|
For
|
1e. Election of Director: Fabrizio Freda
|
||
|
For
|
1f. Election of Director: Murry S. Gerber
|
||
|
For
|
1g. Election of Director: Margaret “Peggy” L. Johnson
|
||
|
For
|
1h. Election of Director: Robert S. Kapito
|
||
|
For
|
1i. Election of Director: Cheryl D. Mills
|
||
|
For
|
1j. Election of Director: Gordon M. Nixon
|
||
|
For
|
1k. Election of Director: Kristin C. Peck
|
||
|
For
|
1l. Election of Director: Charles H. Robbins
|
||
|
For
|
1m. Election of Director: Marco Antonio Slim Domit
|
||
|
For
|
1n. Election of Director: Hans E. Vestberg
|
||
|
For
|
1o. Election of Director: Susan L. Wagner
|
||
|
For
|
1p. Election of Director: Mark Wilson
|
||
|
For
|
For
|
2. Approval, in a non-binding advisory vote, of the compensation for named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, in a non-binding advisory vote, of the frequency of future executive compensation advisory votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte LLP as BlackRock’s independent registered public accounting firm for the fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal - Civil rights, non-discrimination and returns to merit audit.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Production of a report on BlackRock’s ability to “engineer decarbonization in the real economy”.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Impact report for climate-related human risks of iShares U.S. Aerospace and Defense Exchange-Traded Fund.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CINTAS CORPORATION
|
10/25/22
|
CTAS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Gerald S. Adolph
|
||
|
For
|
1b. Election of Director: John F. Barrett
|
||
|
For
|
1c. Election of Director: Melanie W. Barstad
|
||
|
For
|
1d. Election of Director: Karen L. Carnahan
|
||
|
For
|
1e. Election of Director: Robert E. Coletti
|
||
|
For
|
1f. Election of Director: Scott D. Farmer
|
||
|
For
|
1g. Election of Director: Joseph Scaminace
|
||
|
For
|
1h. Election of Director: Todd M. Schneider
|
||
|
For
|
1i. Election of Director: Ronald W. Tysoe
|
||
|
For
|
For
|
2. To approve, on an advisory basis, named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. To ratify Ernst & Young LLP as our independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
4. Approval of amendments to the Company’s Restated Articles of Incorporation to eliminate the supermajority voting requirement for business combinations with interested persons.
|
Issuer
|
|
For
|
For
|
5. Approval of amendments to the Company’s Restated Articles of Incorporation to eliminate the supermajority voting requirement to remove directors for cause.
|
Issuer
|
|
For
|
For
|
6. Approval of amendments to the Company’s Restated Articles of Incorporation to eliminate the supermajority voting requirement for shareholder approval of mergers, share exchanges, asset sales
and dissolutions.
|
Issuer
|
|
Against
|
Against
|
7. A shareholder proposal regarding special shareholder meeting improvement, if properly presented at the meeting.
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal regarding report on political contributions, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CISCO SYSTEMS, INC.
|
12/8/22
|
CSCO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: M. Michele Burns
|
||
|
For
|
1b. Election of Director: Wesley G. Bush
|
||
|
For
|
1c. Election of Director: Michael D. Capellas
|
||
|
For
|
1d. Election of Director: Mark Garrett
|
||
|
For
|
1e. Election of Director: John D. Harris II
|
||
|
For
|
1f. Election of Director: Dr. Kristina M. Johnson
|
||
|
For
|
1g. Election of Director: Roderick C. Mcgeary
|
||
|
For
|
1h. Election of Director: Sarah Rae Murphy
|
||
|
For
|
1i. Election of Director: Charles H. Robbins
|
||
|
For
|
1j. Election of Director: Brenton L. Saunders
|
||
|
For
|
1k. Election of Director: Dr. Lisa T. Su
|
||
|
For
|
1l. Election of Director: Marianna Tessel
|
||
|
Against
|
For
|
2. Approval, on an advisory basis, of executive compensation.
|
Security Holder
|
|
For
|
For
|
3. Ratification of PricewaterhouseCoopers LLP as Cisco’s independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
Against
|
Against
|
4. Stockholder Proposal - Approval to have Cisco’s Board issue a tax transparency report in consideration of the Global Reporting Initiative’s Tax Standard.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CITIGROUP INC.
|
4/25/23
|
C
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Ellen M. Costello
|
||
|
For
|
1b. Election of Director: Grace E. Dailey
|
||
|
For
|
1c. Election of Director: Barbara J. Desoer
|
||
|
For
|
1d. Election of Director: John C. Dugan
|
||
|
For
|
1e. Election of Director: Jane N. Fraser
|
||
|
For
|
1f. Election of Director: Duncan P. Hennes
|
||
|
For
|
1g. Election of Director: Peter B. Henry
|
||
|
For
|
1h. Election of Director: S. Leslie Ireland
|
||
|
For
|
1i. Election of Director: Renée J. James
|
||
|
For
|
1j. Election of Director: Gary M. Reiner
|
||
|
For
|
1k. Election of Director: Diana L. Taylor
|
||
|
For
|
1l. Election of Director: James S. Turley
|
||
|
For
|
1m. Election of Director: Casper W. von Koskull
|
||
|
For
|
For
|
2. Proposal to ratify the selection of KPMG LLP as Citi’s independent registered public accountants for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to Approve our 2022 Executive Compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of additional shares for the Citigroup 2019 Stock Incentive Plan.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory vote to Approve the Frequency of Future Advisory Votes on Executive Compensation.
|
Issuer
|
|
Against
|
Against
|
6. Stockholder proposal requesting that shareholders ratify the termination pay of any senior manager.
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder proposal requesting an Independent Board Chairman.
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder proposal requesting a report on the effectiveness of Citi’s policies and practices in respecting Indigenous Peoples’ rights in Citi’s existing and proposed financing.
|
Security Holder
|
|
Against
|
Against
|
9. Stockholder proposal requesting that the Board adopt a policy to phase out new fossil fuel financing.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CITIZENS FINANCIAL GROUP, INC.
|
4/27/23
|
CFG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Bruce Van Saun
|
||
|
For
|
1b. Election of Director: Lee Alexander
|
||
|
For
|
1c. Election of Director: Christine M. Cumming
|
||
|
For
|
1d. Election of Director: Kevin Cummings
|
||
|
For
|
1e. Election of Director: William P. Hankowsky
|
||
|
For
|
1f. Election of Director: Edward J. Kelly III
|
||
|
For
|
1g. Election of Director: Robert G. Leary
|
||
|
For
|
1h. Election of Director: Terrance J. Lillis
|
||
|
For
|
1i. Election of Director: Michele N. Siekerka
|
||
|
For
|
1j. Election of Director: Shivan Subramaniam
|
||
|
For
|
1k. Election of Director: Christopher J. Swift
|
||
|
For
|
1l. Election of Director: Wendy A. Watson
|
||
|
For
|
1m. Election of Director: Marita Zuraitis
|
||
|
Against
|
For
|
2. Advisory vote on executive compensation.
|
Issuer
|
|
Against
|
For
|
3. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CME GROUP INC.
|
5/4/23
|
CME
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Equity Director: Terrence A. Duffy
|
||
|
For
|
1b. Election of Equity Director: Kathryn Benesh
|
||
|
For
|
1c. Election of Equity Director: Timothy S. Bitsberger
|
||
|
For
|
1d. Election of Equity Director: Charles P. Carey
|
||
|
For
|
1e. Election of Equity Director: Bryan T. Durkin
|
||
|
For
|
1f. Election of Equity Director: Harold Ford Jr.
|
||
|
For
|
1g. Election of Equity Director: Martin J. Gepsman
|
||
|
For
|
1h. Election of Equity Director: Larry G. Gerdes
|
||
|
For
|
1i. Election of Equity Director: Daniel R. Glickman
|
||
|
For
|
1j. Election of Equity Director: Daniel G. Kaye
|
||
|
For
|
1k. Election of Equity Director: Phyllis M. Lockett
|
||
|
For
|
1l. Election of Equity Director: Deborah J. Lucas
|
||
|
For
|
1m. Election of Equity Director: Terry L. Savage
|
||
|
For
|
1n. Election of Equity Director: Rahael Seifu
|
||
|
For
|
1o. Election of Equity Director: William R. Shepard
|
||
|
For
|
1p. Election of Equity Director: Howard J. Siegel
|
||
|
For
|
1q. Election of Equity Director: Dennis A. Suskind
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COMCAST CORPORATION
|
6/7/23
|
CMCS.A
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
KENNETH J. BACON
|
||
|
For
|
THOMAS J. BALTIMORE JR.
|
||
|
For
|
MADELINE S. BELL
|
||
|
For
|
EDWARD D. BREEN
|
||
|
For
|
GERALD L. HASSELL
|
||
|
For
|
JEFFREY A. HONICKMAN
|
||
|
For
|
MARITZA G. MONTIEL
|
||
|
For
|
ASUKA NAKAHARA
|
||
|
For
|
DAVID C. NOVAK
|
||
|
For
|
BRIAN L. ROBERTS
|
||
|
For
|
For
|
2. Ratification of the appointment of our independent auditors.
|
Issuer
|
|
For
|
For
|
3. Approval of Comcast Corporation 2003 Omnibus Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. Approval of Amended and Restated Comcast Corporation 2002 Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. Advisory vote on executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
6. Advisory vote on the frequency of the vote on executive compensation.
|
Issuer
|
|
Against
|
Against
|
7. To perform independent racial equity audit.
|
Security Holder
|
|
Against
|
Against
|
8. To report on climate risk in default retirement plan options.
|
Security Holder
|
|
Against
|
Against
|
9. To set different greenhouse gas emissions reduction targets.
|
Security Holder
|
|
Against
|
Against
|
10. To report on political contributions and company values alignment.
|
Security Holder
|
|
Against
|
Against
|
11. To report on business in China.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COMMUNITY HEALTHCARE TRUST INCORPORATED
|
5/4/23
|
CHCT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
CATHRINE COTMAN
|
||
|
For
|
DAVID DUPUY
|
||
|
For
|
ALAN GARDNER
|
||
|
For
|
CLAIRE GULMI
|
||
|
For
|
ROBERT HENSLEY
|
||
|
For
|
LAWRENCE VAN HORN
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the following resolutions: RESOLVED, that the stockholders of Community Healthcare Trust Incorporated approve, on a non-binding advisory basis, the
compensation of the named executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Company’s proxy statement for the 2023 annual meeting of stockholders.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of BDO USA, LLP as the Company’s independent registered public accountants for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COMPASS DIVERSIFIED HOLDINGS
|
5/25/23
|
CODI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ALEXANDER S. BHATHAL
|
||
|
For
|
JAMES J. BOTTIGLIERI
|
||
|
For
|
GORDON M. BURNS
|
||
|
For
|
C. SEAN DAY
|
||
|
For
|
HAROLD S. EDWARDS
|
||
|
For
|
LARRY L. ENTERLINE
|
||
|
For
|
NANCY B. MAHON
|
||
|
For
|
TERI R. SHAFFER
|
||
|
For
|
For
|
2. To approve, on a non-binding and advisory basis, the resolution approving the compensation of our named executive officers as disclosed in the Proxy Statement (“Say-on-Pay Vote”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. To vote, on a non-binding and advisory basis, on how frequently the Company should seek the Say-on-Pay Vote (“Say-on-Frequency Vote”).
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Grant Thornton LLP to serve as independent auditor for the Company and the Trust for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CRH PLC
|
4/27/23
|
CRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 REVIEW OF COMPANY’S AFFAIRS AND CONSIDERATION OF FINANCIAL STATEMENTS AND REPORTS OF DIRECTORS (INCLUDING THE GOVERNANCE APPENDIX) AND AUDITORS FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 DECLARATION OF A DIVIDEND ON ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
3 CONSIDERATION OF DIRECTORS REMUNERATION REPORT
|
Issuer
|
|
For
|
4A RE-ELECTION OF DIRECTOR R. BOUCHER
|
||
|
For
|
4B RE-ELECTION OF DIRECTOR C. DOWLING
|
||
|
For
|
4C RE-ELECTION OF DIRECTOR R. FEARON
|
||
|
For
|
4D RE-ELECTION OF DIRECTOR J. KARLSTROM
|
||
|
For
|
4E RE-ELECTION OF DIRECTOR S. KELLY
|
||
|
For
|
4F RE-ELECTION OF DIRECTOR B. KHAN
|
||
|
For
|
4G RE-ELECTION OF DIRECTOR L. MCKAY
|
||
|
For
|
4H RE-ELECTION OF DIRECTOR A. MANIFOLD
|
||
|
For
|
4I RE-ELECTION OF DIRECTOR J. MINTERN
|
||
|
For
|
4J RE-ELECTION OF DIRECTOR G.L. PLATT
|
||
|
For
|
4K RE-ELECTION OF DIRECTOR M.K. RHINEHART
|
||
|
For
|
4L RE-ELECTION OF DIRECTOR S. TALBOT
|
||
|
For
|
4M RE-ELECTION OF DIRECTOR C. VERCHERE
|
||
|
For
|
For
|
5 REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
6 CONTINUATION OF DELOITTE IRELAND LLP AS AUDITORS
|
Issuer
|
|
For
|
For
|
7 AUTHORITY TO ALLOT SHARES
|
Issuer
|
|
For
|
For
|
8 DISAPPLICATION OF PRE-EMPTION RIGHTS (RE ALLOTMENTS OF UP TO 10PER CENT OF THE COMPANY’S ISSUED SHARE CAPITAL ON AN UNRESTRICTED BASIS)
|
Issuer
|
|
For
|
For
|
9 AUTHORITY TO PURCHASE OWN ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
10 AUTHORITY TO REISSUE TREASURY SHARES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CRH PLC
|
6/8/23
|
CRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO APPROVE THE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 TO APPROVE THE LSE LISTING CHANGE
|
Issuer
|
|
For
|
For
|
3 TO ADOPT NEW ARTICLES OF ASSOCIATION OF THE COMPANY
|
Issuer
|
|
For
|
For
|
4 TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES AND OVERSEAS MARKET PURCHASES OF ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
5 TO AUTHORISE THE COMPANY TO REISSUE TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 TO ADOPT NEW ARTICLE 4A
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CVS HEALTH CORPORATION
|
5/18/23
|
CVS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Fernando Aguirre
|
||
|
For
|
1b. Election of Director: Jeffrey R. Balser, M.D., Ph.D.
|
||
|
For
|
1c. Election of Director: C. David Brown II
|
||
|
For
|
1d. Election of Director: Alecia A. DeCoudreaux
|
||
|
For
|
1e. Election of Director: Nancy-Ann M. DeParle
|
||
|
For
|
1f. Election of Director: Roger N. Farah
|
||
|
For
|
1g. Election of Director: Anne M. Finucane
|
||
|
For
|
1h. Election of Director: Edward J. Ludwig
|
||
|
For
|
1i. Election of Director: Karen S. Lynch
|
||
|
For
|
1j. Election of Director: Jean-Pierre Millon
|
||
|
For
|
1k. Election of Director: Mary L. Schapiro
|
||
|
For
|
For
|
2. Ratification of the Appointment of Our Independent Registered Public Accounting Firm for 2023
|
Issuer
|
|
For
|
For
|
3. Say on Pay, a Proposal to Approve, on an Advisory Basis, the Company’s Executive Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Proposal to Recommend, on an Advisory Basis, the Frequency of Advisory Votes on Executive Compensation Votes
|
Issuer
|
|
Against
|
Against
|
5. Stockholder Proposal Requesting Paid Sick Leave for All Employees
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder Proposal for Reducing our Ownership Threshold to Request a Special Stockholder Meeting
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder Proposal Regarding “Fair Elections” and Requiring Stockholder Approval of Certain Types of By-law Amendments
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder Proposal Requesting a Report on a “Worker Rights Assessment”
|
Security Holder
|
|
Against
|
Against
|
9. Stockholder Proposal to Prevent Company Directors from Simultaneously Sitting on the Boards of Directors of Any Other Company
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DIGITAL REALTY TRUST, INC.
|
6/8/23
|
DLR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Alexis Black Bjorlin
|
||
|
For
|
1b. Election of Director: VeraLinn Jamieson
|
||
|
For
|
1c. Election of Director: Kevin J. Kennedy
|
||
|
For
|
1d. Election of Director: William G. LaPerch
|
||
|
For
|
1e. Election of Director: Jean F.H.P. Mandeville
|
||
|
For
|
1f. Election of Director: Afshin Mohebbi
|
||
|
For
|
1g. Election of Director: Mark R. Patterson
|
||
|
For
|
1h. Election of Director: Mary Hogan Preusse
|
||
|
For
|
1i. Election of Director: Andrew P. Power
|
||
|
For
|
For
|
2. To ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as more fully described in the accompanying Proxy Statement (Say-on-Pay).
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on a non-binding, advisory basis, the frequency of holding future advisory votes on the compensation of our named executive officers (every one, two or three years).
|
Issuer
|
|
Against
|
Against
|
5. A stockholder proposal regarding reporting on concealment clauses.
|
Security Holder
|
|
Against
|
Against
|
6. A stockholder proposal regarding inclusion in the workplace.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EDISON INTERNATIONAL
|
4/27/23
|
EIX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Jeanne Beliveau-Dunn
|
||
|
For
|
1b. Election of Director: Michael C. Camuñez
|
||
|
For
|
1c. Election of Director: Vanessa C.L. Chang
|
||
|
For
|
1d. Election of Director: James T. Morris
|
||
|
For
|
1e. Election of Director: Timothy T. O’Toole
|
||
|
For
|
1f. Election of Director: Pedro J. Pizarro
|
||
|
For
|
1g. Election of Director: Marcy L. Reed
|
||
|
For
|
1h. Election of Director: Carey A. Smith
|
||
|
For
|
1i. Election of Director: Linda G. Stuntz
|
||
|
For
|
1j. Election of Director: Peter J. Taylor
|
||
|
For
|
1k. Election of Director: Keith Trent
|
||
|
For
|
For
|
2. Ratification of the Independent Registered Public Accounting Firm
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote to Approve Say-on-Pay Vote Frequency
|
Issuer
|
|
For
|
For
|
4. Advisory Vote to Approve Executive Compensation
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELANCO ANIMAL HEALTH INCORPORATED
|
5/18/23
|
ELAN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael J. Harrington
|
||
|
For
|
1b. Election of Director: R. David Hoover
|
||
|
For
|
1c. Election of Director: Deborah T. Kochevar
|
||
|
For
|
1d. Election of Director: Kirk P. McDonald
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on the approval of executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of the Amended and Restated Elanco Animal Health Incorporated Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. Approval of the Amended and Restated 2018 Elanco Animal Health Incorporated Stock Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELEVANCE HEALTH, INC.
|
5/10/23
|
ELV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Gail K. Boudreaux
|
||
|
For
|
1b. Election of Director: R. Kerry Clark
|
||
|
For
|
1c. Election of Director: Robert L. Dixon, Jr.
|
||
|
For
|
1d. Election of Director: Deanna D. Strable
|
||
|
For
|
For
|
2. Advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of the advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal to allow shareholders owning 10% or more of our common stock to call a special meeting of shareholders.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal requesting annual reporting from third parties seeking financial support.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELI LILLY AND COMPANY
|
5/1/23
|
LLY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve a three-year term: William G. Kaelin, Jr.
|
||
|
For
|
1b. Election of Director to serve a three-year term: David A. Ricks
|
||
|
For
|
1c. Election of Director to serve a three-year term: Marschall S. Runge
|
||
|
For
|
1d. Election of Director to serve a three-year term: Karen Walker
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation paid to the company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of future advisory votes on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as the independent auditor for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of amendments to the company’s Articles of Incorporation to eliminate the classified board structure.
|
Issuer
|
|
For
|
For
|
6. Approval of amendments to the company’s Articles of Incorporation to eliminate supermajority voting provisions.
|
Issuer
|
|
Against
|
Against
|
7. Shareholder proposal to publish an annual report disclosing lobbying activities.
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder proposal to eliminate supermajority voting requirements.
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder proposal to establish and report on a process by which the impact of extended patent exclusivities on product access would be considered in deciding whether to apply for secondary
and tertiary patents.
|
Security Holder
|
|
Against
|
Against
|
10. Shareholder proposal to report on risks of supporting abortion.
|
Security Holder
|
|
Against
|
Against
|
11. Shareholder proposal to disclose lobbying activities and alignment with public policy positions and statements.
|
Security Holder
|
|
Against
|
Against
|
12. Shareholder proposal to report on effectiveness of the company’s diversity, equity, and inclusion efforts.
|
Security Holder
|
|
Against
|
Against
|
13. Shareholder proposal to adopt a policy to require certain third-party organizations to annually report expenditures for political activities before Lilly contributes to an organization.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENTERPRISE PRODUCTS PARTNERS L.P.
|
11/22/22
|
EPD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Proposal to approve the amendment and restatement of the 2008 Enterprise Products Long-Term Incentive Plan
|
Issuer
|
|
For
|
For
|
2. Proposal to approve the amendment and restatement of the EPD Unit Purchase Plan
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENVIVA INC.
|
6/15/23
|
EVA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
THOMAS METH
|
||
|
For
|
JOHN K. KEPPLER
|
||
|
For
|
RALPH ALEXANDER
|
||
|
For
|
JOHN C. BUMGARNER, JR.
|
||
|
For
|
MARTIN N. DAVIDSON
|
||
|
For
|
JIM H. DERRYBERRY
|
||
|
For
|
GERRIT L. LANSING, JR.
|
||
|
For
|
PIERRE F. LAPEYRE, JR.
|
||
|
For
|
DAVID M. LEUSCHEN
|
||
|
For
|
JEFFREY W. UBBEN
|
||
|
For
|
GARY L. WHITLOCK
|
||
|
For
|
JANET S. WONG
|
||
|
For
|
EVA T. ZLOTNICKA
|
||
|
For
|
For
|
2. The approval of an amendment to the Company’s Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. The approval of, on an advisory (non-binding) basis, the frequency of future advisory votes to approve compensation of our Named Executive Officers.
|
Issuer
|
|
For
|
For
|
4. The approval of, on an advisory (non-binding) basis, the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
For
|
For
|
5. The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
6. The approval of the issuance of shares of the Company’s common stock, par value $0.001 per share, upon the conversion of the Company’s Series A Preferred Stock, par value $0.001 per share.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EQUIFAX INC.
|
5/4/23
|
EFX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mark W. Begor
|
||
|
For
|
1b. Election of Director: Mark L. Feidler
|
||
|
For
|
1c. Election of Director: Karen L. Fichuk
|
||
|
For
|
1d. Election of Director: G. Thomas Hough
|
||
|
For
|
1e. Election of Director: Robert D. Marcus
|
||
|
For
|
1f. Election of Director: Scott A. McGregor
|
||
|
For
|
1g. Election of Director: John A. McKinley
|
||
|
For
|
1h. Election of Director: Melissa D. Smith
|
||
|
For
|
1i. Election of Director: Audrey Boone Tillman
|
||
|
For
|
1j. Election of Director: Heather H. Wilson
|
||
|
For
|
For
|
2. Advisory vote to approve named executive officer compensation (“say-on-pay”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of future say-on-pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of the 2023 Omnibus Incentive Plan.
|
Issuer
|
|
Against
|
Against
|
6. Shareholder proposal regarding a racial equity audit.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EQUINIX, INC.
|
5/25/23
|
EQIX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Nanci Caldwell
|
||
|
For
|
1b. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Adaire Fox-Martin
|
||
|
For
|
1c. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Ron Guerrier
|
||
|
For
|
1d. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Gary Hromadko
|
||
|
For
|
1e. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Charles Meyers
|
||
|
For
|
1f. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Thomas Olinger
|
||
|
For
|
1g. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Christopher Paisley
|
||
|
For
|
1h. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Jeetu Patel
|
||
|
For
|
1i. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Sandra Rivera
|
||
|
For
|
1j. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Fidelma Russo
|
||
|
For
|
1k. Election of Director to the Board of Directors to serve until the next Annual Meeting or until their successors have been duly elected and qualified: Peter Van Camp
|
||
|
For
|
For
|
2. Approval, by a non-binding advisory vote, of the compensation of our named executive officers
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, by a non-binding advisory vote, of the frequency with which our stockholders will vote on the compensation of our named executive officers
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
Against
|
Against
|
5. A stockholder proposal related to shareholder ratification of termination pay
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FASTENAL COMPANY
|
4/22/23
|
FAST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Scott A. Satterlee
|
||
|
For
|
1b. Election of Director: Michael J. Ancius
|
||
|
For
|
1c. Election of Director: Stephen L. Eastman
|
||
|
For
|
1d. Election of Director: Daniel L. Florness
|
||
|
For
|
1e. Election of Director: Rita J. Heise
|
||
|
For
|
1f. Election of Director: Hsenghung Sam Hsu
|
||
|
For
|
1g. Election of Director: Daniel L. Johnson
|
||
|
For
|
1h. Election of Director: Nicholas J. Lundquist
|
||
|
For
|
1i. Election of Director: Sarah N. Nielsen
|
||
|
For
|
1j. Election of Director: Reyne K. Wisecup
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
For
|
For
|
3. Approval, by non-binding vote, of executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approval, by non-binding vote, of the frequency of future executive compensation votes.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GLOBAL PAYMENTS INC.
|
4/27/23
|
GPN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: F. Thaddeus Arroyo
|
||
|
For
|
1b. Election of Director: Robert H.B. Baldwin, Jr.
|
||
|
For
|
1c. Election of Director: John G. Bruno
|
||
|
For
|
1d. Election of Director: Joia M. Johnson
|
||
|
For
|
1e. Election of Director: Ruth Ann Marshall
|
||
|
For
|
1f. Election of Director: Connie D. McDaniel
|
||
|
For
|
1g. Election of Director: Joseph H. Osnoss
|
||
|
For
|
1h. Election of Director: William B. Plummer
|
||
|
For
|
1i. Election of Director: Jeffrey S. Sloan
|
||
|
For
|
1j. Election of Director: John T. Turner
|
||
|
For
|
1k. Election of Director: M. Troy Woods
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of our named executive officers for 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Advisory shareholder proposal on shareholder ratification of termination pay.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GRAPHIC PACKAGING HOLDING COMPANY
|
5/24/23
|
GPK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL P. DOSS
|
||
|
For
|
DEAN A. SCARBOROUGH
|
||
|
For
|
LARRY M. VENTURELLI
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. Approval of compensation paid to Named Executive Officers (Say- on-Pay).
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of the Say-on-Pay Vote on Executive Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HCA HEALTHCARE, INC.
|
4/19/23
|
HCA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Thomas F. Frist III
|
||
|
For
|
1b. Election of Director: Samuel N. Hazen
|
||
|
For
|
1c. Election of Director: Meg G. Crofton
|
||
|
For
|
1d. Election of Director: Robert J. Dennis
|
||
|
For
|
1e. Election of Director: Nancy-Ann DeParle
|
||
|
For
|
1f. Election of Director: William R. Frist
|
||
|
For
|
1g. Election of Director: Hugh F. Johnston
|
||
|
For
|
1h. Election of Director: Michael W. Michelson
|
||
|
For
|
1i. Election of Director: Wayne J. Riley, M.D.
|
||
|
For
|
1j. Election of Director: Andrea B. Smith
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve the HCA Healthcare, Inc. 2023 Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. Advisory vote to approve named executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal, if properly presented at the meeting, regarding political spending disclosure.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder proposal, if properly presented at the meeting, regarding amendment to Patient Safety and Quality of Care Committee charter.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HESS CORPORATION
|
5/17/23
|
HES
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term expiring in 2024: T.J. CHECKI
|
||
|
For
|
1b. Election of Director to serve for a one-year term expiring in 2024: L.S. COLEMAN, JR.
|
||
|
For
|
1c. Election of Director to serve for a one-year term expiring in 2024: L. GLATCH
|
||
|
For
|
1d. Election of Director to serve for a one-year term expiring in 2024: J.B. HESS
|
||
|
For
|
1e. Election of Director to serve for a one-year term expiring in 2024: E.E. HOLIDAY
|
||
|
For
|
1f. Election of Director to serve for a one-year term expiring in 2024: M.S. LIPSCHULTZ
|
||
|
For
|
1g. Election of Director to serve for a one-year term expiring in 2024: R.J. MCGUIRE
|
||
|
For
|
1h. Election of Director to serve for a one-year term expiring in 2024: D. MCMANUS
|
||
|
For
|
1i. Election of Director to serve for a one-year term expiring in 2024: K.O. MEYERS
|
||
|
For
|
1j. Election of Director to serve for a one-year term expiring in 2024: K.F. OVELMEN
|
||
|
For
|
1k. Election of Director to serve for a one-year term expiring in 2024: J.H. QUIGLEY
|
||
|
For
|
1l. Election of Director to serve for a one-year term expiring in 2024: W.G. SCHRADER
|
||
|
For
|
For
|
2. Advisory approval of the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval on the frequency of voting on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the selection of Ernst & Young LLP as our independent registered public accountants for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HONEYWELL INTERNATIONAL INC.
|
5/19/23
|
HON
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Darius Adamczyk
|
||
|
For
|
1B. Election of Director: Duncan B. Angove
|
||
|
For
|
1C. Election of Director: William S. Ayer
|
||
|
For
|
1D. Election of Director: Kevin Burke
|
||
|
For
|
1E. Election of Director: D. Scott Davis
|
||
|
For
|
1F. Election of Director: Deborah Flint
|
||
|
For
|
1G. Election of Director: Vimal Kapur
|
||
|
For
|
1H. Election of Director: Rose Lee
|
||
|
For
|
1I. Election of Director: Grace D. Lieblein
|
||
|
For
|
1J. Election of Director: Robin L. Washington
|
||
|
For
|
1K. Election of Director: Robin Watson
|
||
|
1 Year
|
1 Year
|
2. Advisory Vote to Approve Frequency of Advisory Vote on Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Executive Compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of Independent Accountants.
|
Issuer
|
|
Against
|
Against
|
5. Shareowner Proposal - Independent Board Chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Shareowner Proposal - Environmental and Health Impact Report.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HORIZON THERAPEUTICS PLC
|
2/24/23
|
HZNP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Ordinary Resolution to approve the Scheme of Arrangement and authorize the directors of Horizon to take all such actions as they consider necessary or appropriate for carrying the Scheme of
Arrangement into effect.
|
Issuer
|
|
For
|
For
|
2. Special Resolution to amend the articles of association of Horizon so that any Horizon Shares that are issued on or after the Voting Record Time to persons other than Acquirer Sub or its
nominee(s) will either be subject to the terms of the Scheme of Arrangement or be immediately and automatically acquired by Acquirer Sub and/or its nominee(s) for the Scheme Consideration.
|
Issuer
|
|
For
|
For
|
3. Ordinary Resolution to approve, on a non-binding, advisory basis, specified compensatory arrangements between Horizon and its named executive officers relating to the Transaction.
|
Issuer
|
|
For
|
For
|
4. Ordinary Resolution to approve any motion by the Chairman to adjourn the EGM or any adjournments thereof, to solicit additional proxies in favor of the approval of the resolutions if there are
insufficient votes at the time of the EGM to approve resolutions 1 and 2.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HORIZON THERAPEUTICS PLC
|
2/24/23
|
G46188111
|
HZNP
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. That the Scheme of Arrangement in its original form or with or subject to any modification(s), addition(s) or condition(s) approved or imposed by the Irish High Court be agreed to.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTERNATIONAL BUSINESS MACHINES CORP.
|
4/25/23
|
IBM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a Term of One Year: Thomas Buberl
|
||
|
For
|
1b. Election of Director for a Term of One Year: David N. Farr
|
||
|
For
|
1c. Election of Director for a Term of One Year: Alex Gorsky
|
||
|
For
|
1d. Election of Director for a Term of One Year: Michelle J. Howard
|
||
|
For
|
1e. Election of Director for a Term of One Year: Arvind Krishna
|
||
|
For
|
1f. Election of Director for a Term of One Year: Andrew N. Liveris
|
||
|
For
|
1g. Election of Director for a Term of One Year: F. William McNabb III
|
||
|
For
|
1h. Election of Director for a Term of One Year: Martha E. Pollack
|
||
|
For
|
1i. Election of Director for a Term of One Year: Joseph R. Swedish
|
||
|
For
|
1j. Election of Director for a Term of One Year: Peter R. Voser
|
||
|
For
|
1k. Election of Director for a Term of One Year: Frederick H. Waddell
|
||
|
For
|
1l. Election of Director for a Term of One Year: Alfred W. Zollar
|
||
|
For
|
For
|
2. Ratification of Appointment of Independent Registered Public Accounting Firm.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote on Executive Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote Regarding the Frequency of the Advisory Vote on Executive Compensation.
|
Issuer
|
|
For
|
Against
|
5. Stockholder Proposal to Have an Independent Board Chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder Proposal Requesting a Public Report on Lobbying Activities.
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder Proposal Requesting a Public Report on Congruency in China Business Operations and ESG Activities.
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder Proposal Requesting a Public Report on Harassment and Discrimination Prevention Efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JOHNSON & JOHNSON
|
4/27/23
|
JNJ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Darius Adamczyk
|
||
|
For
|
1b. Election of Director: Mary C. Beckerle
|
||
|
For
|
1c. Election of Director: D. Scott Davis
|
||
|
For
|
1d. Election of Director: Jennifer A. Doudna
|
||
|
For
|
1e. Election of Director: Joaquin Duato
|
||
|
For
|
1f. Election of Director: Marillyn A. Hewson
|
||
|
For
|
1g. Election of Director: Paula A. Johnson
|
||
|
For
|
1h. Election of Director: Hubert Joly
|
||
|
For
|
1i. Election of Director: Mark B. McClellan
|
||
|
For
|
1j. Election of Director: Anne M. Mulcahy
|
||
|
For
|
1k. Election of Director: Mark A. Weinberger
|
||
|
For
|
1l. Election of Director: Nadja Y. West
|
||
|
Against
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of Voting to Approve Named Executive Officer Compensation
|
Issuer
|
|
Against
|
For
|
4. Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm
|
Issuer
|
|
Against
|
Against
|
5. Federal Securities Laws Mandatory Arbitration Bylaw
|
Security Holder
|
|
Against
|
Against
|
6. Vaccine Pricing Report
|
Security Holder
|
|
For
|
Against
|
7. Executive Compensation Adjustment Policy
|
Security Holder
|
|
Against
|
Against
|
8. Impact of Extended Patent Exclusivities on Product Access
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JPMORGAN CHASE & CO.
|
5/16/23
|
JPM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Linda B. Bammann
|
||
|
For
|
1b. Election of Director: Stephen B. Burke
|
||
|
For
|
1c. Election of Director: Todd A. Combs
|
||
|
For
|
1d. Election of Director: James S. Crown
|
||
|
For
|
1e. Election of Director: Alicia Boler Davis
|
||
|
For
|
1f. Election of Director: James Dimon
|
||
|
For
|
1g. Election of Director: Timothy P. Flynn
|
||
|
For
|
1h. Election of Director: Alex Gorsky
|
||
|
For
|
1i. Election of Director: Mellody Hobson
|
||
|
For
|
1j. Election of Director: Michael A. Neal
|
||
|
For
|
1k. Election of Director: Phebe N. Novakovic
|
||
|
For
|
1l. Election of Director: Virginia M. Rometty
|
||
|
For
|
For
|
2. Advisory resolution to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of advisory resolution to approve executive compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of independent registered public accounting firm
|
Issuer
|
|
Against
|
Against
|
5. Independent board chairman
|
Security Holder
|
|
Against
|
Against
|
6. Fossil fuel phase out
|
Security Holder
|
|
Against
|
Against
|
7. Amending public responsibility committee charter to include mandate to oversee animal welfare impact and risk
|
Security Holder
|
|
Against
|
Against
|
8. Special shareholder meeting improvement
|
Security Holder
|
|
Against
|
Against
|
9. Report on climate transition planning
|
Security Holder
|
|
Against
|
Against
|
10. Report on ensuring respect for civil liberties
|
Security Holder
|
|
Against
|
Against
|
11. Report analyzing the congruence of the company’s political and electioneering expenditures
|
Security Holder
|
|
Against
|
Against
|
12. Absolute GHG reduction goals
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LAMB WESTON HOLDINGS, INC.
|
9/29/22
|
LW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Peter J. Bensen
|
||
|
For
|
1b. Election of Director: Charles A. Blixt
|
||
|
For
|
1c. Election of Director: Robert J. Coviello
|
||
|
For
|
1d. Election of Director: André J. Hawaux
|
||
|
For
|
1e. Election of Director: W.G. Jurgensen
|
||
|
For
|
1f. Election of Director: Thomas P. Maurer
|
||
|
For
|
1g. Election of Director: Hala G. Moddelmog
|
||
|
For
|
1h. Election of Director: Robert A. Niblock
|
||
|
For
|
1i. Election of Director: Maria Renna Sharpe
|
||
|
For
|
1j. Election of Director: Thomas P. Werner
|
||
|
For
|
For
|
2. Advisory Vote to Approve Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the Selection of KPMG LLP as Independent Auditors for Fiscal Year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LAS VEGAS SANDS CORP.
|
5/11/23
|
LVS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ROBERT G. GOLDSTEIN
|
||
|
For
|
PATRICK DUMONT
|
||
|
For
|
IRWIN CHAFETZ
|
||
|
For
|
MICHELINE CHAU
|
||
|
For
|
CHARLES D. FORMAN
|
||
|
For
|
NORA M. JORDAN
|
||
|
For
|
LEWIS KRAMER
|
||
|
For
|
DAVID F. LEVI
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. An advisory (non-binding) vote to approve the compensation of the named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. An advisory (non-binding) vote on how frequently stockholders should vote to approve the compensation of the named executive officers.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal to require the Company to include in its proxy statement each director/nominee’s self identified gender and race/ethnicity, as well as certain skills and attributes, if
properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARATHON PETROLEUM CORPORATION
|
4/26/23
|
MPC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class III Director for a three-year term expiring in 2026: J. Michael Stice
|
||
|
For
|
1b. Election of Class III Director for a three-year term expiring in 2026: John P. Surma
|
||
|
For
|
1c. Election of Class III Director for a three-year term expiring in 2026: Susan Tomasky
|
||
|
For
|
1d. Election of Class III Director for a three-year term expiring in 2026: Toni Townes-Whitley
|
||
|
Against
|
For
|
2. Ratification of the selection of PricewaterhouseCoopers LLP as the company’s independent auditor for 2023.
|
Issuer
|
|
Against
|
For
|
3. Approval, on an advisory basis, of the company’s named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of an amendment to the company’s Restated Certificate of Incorporation to declassify the Board of Directors.
|
Issuer
|
|
Against
|
For
|
5. Approval of an amendment to the company’s Restated Certificate of Incorporation to eliminate the supermajority provisions.
|
Issuer
|
|
Against
|
For
|
6. Approval of an amendment to the company’s Restated Certificate of Incorporation to increase the maximum size of the Board of Directors.
|
Issuer
|
|
For
|
Against
|
7. Shareholder proposal seeking a simple majority vote.
|
Security Holder
|
|
For
|
Against
|
8. Shareholder proposal seeking an amendment to the company’s existing clawback provisions.
|
Security Holder
|
|
For
|
Against
|
9. Shareholder proposal seeking a report on just transition.
|
Security Holder
|
|
For
|
Against
|
10. Shareholder proposal seeking an audited report on asset retirement obligations.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARTIN MARIETTA MATERIALS, INC.
|
5/11/23
|
MLM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dorothy M. Ables
|
||
|
For
|
1b. Election of Director: Sue W. Cole
|
||
|
For
|
1c. Election of Director: Anthony R. Foxx
|
||
|
For
|
1d. Election of Director: John J. Koraleski
|
||
|
For
|
1e. Election of Director: C. Howard Nye
|
||
|
For
|
1f. Election of Director: Laree E. Perez
|
||
|
For
|
1g. Election of Director: Thomas H. Pike
|
||
|
For
|
1h. Election of Director: Michael J. Quillen
|
||
|
For
|
1i. Election of Director: Donald W. Slager
|
||
|
For
|
1j. Election of Director: David C. Wajsgras
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers as independent auditors.
|
Issuer
|
|
For
|
For
|
3. Approval, by a non-binding advisory vote, of the compensation of Martin Marietta Materials, Inc.’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Selection, by a non-binding advisory vote, of the frequency of future shareholder votes to approve the compensation of Martin Marietta Materials, Inc.’s named executive officers.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal, if properly presented at the meeting, requesting the establishment within a year of GHG reduction targets.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARVELL TECHNOLOGY, INC.
|
6/16/23
|
MRVL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sara Andrews
|
||
|
For
|
1b. Election of Director: W. Tudor Brown
|
||
|
For
|
1c. Election of Director: Brad W. Buss
|
||
|
For
|
1d. Election of Director: Rebecca W. House
|
||
|
For
|
1e. Election of Director: Marachel L. Knight
|
||
|
For
|
1f. Election of Director: Matthew J. Murphy
|
||
|
For
|
1g. Election of Director: Michael G. Strachan
|
||
|
For
|
1h. Election of Director: Robert E. Switz
|
||
|
For
|
1i. Election of Director: Ford Tamer
|
||
|
For
|
For
|
2. An advisory (non-binding) vote to approve compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To conduct an advisory (non-binding) vote on the frequency of holding an advisory shareholder vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Deloitte and Touche LLP as our independent registered public accounting firm for the fiscal year ending February 3, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MASTERCARD INCORPORATED
|
6/27/23
|
MA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Merit E. Janow
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Candido Bracher
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Richard K. Davis
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Julius Genachowski
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Choon Phong Goh
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Oki Matsumoto
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Michael Miebach
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Youngme Moon
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Rima Qureshi
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Harit Talwar
|
||
|
For
|
1l. ELECTION OF DIRECTOR: Lance Uggla
|
||
|
For
|
For
|
2. Advisory approval of Mastercard’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of Mastercard Incorporated Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2023.
|
Issuer
|
|
Against
|
Against
|
6. Consideration of a stockholder proposal requesting a report on ensuring respect for civil liberties.
|
Security Holder
|
|
Against
|
Against
|
7. Consideration of a stockholder proposal requesting a report on Mastercard’s stance on new Merchant Category Code.
|
Security Holder
|
|
Against
|
Against
|
8. Consideration of a stockholder proposal requesting lobbying disclosure.
|
Security Holder
|
|
Against
|
Against
|
9. Consideration of a stockholder proposal requesting stockholders approve advance notice bylaw amendments.
|
Security Holder
|
|
Against
|
Against
|
10. Consideration of a stockholder proposal requesting a report on the cost-benefit analysis of diversity and inclusion efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MCKESSON CORPORATION
|
7/22/22
|
MCK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one-year term: Richard H. Carmona, M.D.
|
||
|
For
|
1b. Election of Director for a one-year term: Dominic J. Caruso
|
||
|
For
|
1c. Election of Director for a one-year term: W. Roy Dunbar
|
||
|
For
|
1d. Election of Director for a one-year term: James H. Hinton
|
||
|
For
|
1e. Election of Director for a one-year term: Donald R. Knauss
|
||
|
For
|
1f. Election of Director for a one-year term: Bradley E. Lerman
|
||
|
For
|
1g. Election of Director for a one-year term: Linda P. Mantia
|
||
|
For
|
1h. Election of Director for a one-year term: Maria Martinez
|
||
|
For
|
1i. Election of Director for a one-year term: Susan R. Salka
|
||
|
For
|
1j. Election of Director for a one-year term: Brian S. Tyler
|
||
|
For
|
1k. Election of Director for a one-year term: Kathleen Wilson-Thompson
|
||
|
For
|
For
|
2. Ratification of Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of our 2022 Stock Plan.
|
Issuer
|
|
For
|
For
|
5. Approval of Amendment to our 2000 Employee Stock Purchase Plan.
|
Issuer
|
|
Against
|
Against
|
6. Shareholder Proposal on Special Shareholder Meeting Improvement.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal on Transparency in Rule 10b5-1 Trading Policy.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MEDTRONIC PLC
|
12/8/22
|
MDT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2023 Annual General Meeting: Richard H. Anderson
|
||
|
For
|
1b. Election of Director to hold office until the 2023 Annual General Meeting: Craig Arnold
|
||
|
For
|
1c. Election of Director to hold office until the 2023 Annual General Meeting: Scott C. Donnelly
|
||
|
For
|
1d. Election of Director to hold office until the 2023 Annual General Meeting: Lidia L. Fonseca
|
||
|
For
|
1e. Election of Director to hold office until the 2023 Annual General Meeting: Andrea J. Goldsmith, Ph.D.
|
||
|
For
|
1f. Election of Director to hold office until the 2023 Annual General Meeting: Randall J. Hogan, III
|
||
|
For
|
1g. Election of Director to hold office until the 2023 Annual General Meeting: Kevin E. Lofton
|
||
|
For
|
1h. Election of Director to hold office until the 2023 Annual General Meeting: Geoffrey S. Martha
|
||
|
For
|
1i. Election of Director to hold office until the 2023 Annual General Meeting: Elizabeth G. Nabel, M.D.
|
||
|
For
|
1j. Election of Director to hold office until the 2023 Annual General Meeting: Denise M. O’Leary
|
||
|
For
|
1k. Election of Director to hold office until the 2023 Annual General Meeting: Kendall J. Powell
|
||
|
For
|
For
|
2. Ratifying, in a non-binding vote, the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2023 and authorizing, in a binding vote, the Board of
Directors, acting through the Audit Committee, to set the auditor’s remuneration.
|
Issuer
|
|
For
|
For
|
3. Approving, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
For
|
For
|
4. Renewing the Board of Directors’ authority to issue shares under Irish law.
|
Issuer
|
|
For
|
For
|
5. Renewing the Board of Directors’ authority to opt out of pre-emption rights under Irish law.
|
Issuer
|
|
For
|
For
|
6. Authorizing the Company and any subsidiary of the Company to make overseas market purchases of Medtronic ordinary shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MERCK KGAA
|
4/28/23
|
MRK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.20 PER SHARE
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7 APPROVE ISSUANCE OF WARRANTS/BONDS WITH WARRANTS ATTACHED/CONVERTIBLE BONDS WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 2.5 BILLION APPROVE CREATION OF EUR 16.8 MILLION POOL
OF CAPITAL TO GUARANTEE CONVERSION RIGHTS
|
Issuer
|
|
For
|
For
|
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
META PLATFORMS, INC.
|
5/31/23
|
META
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PEGGY ALFORD
|
||
|
For
|
MARC L. ANDREESSEN
|
||
|
For
|
ANDREW W. HOUSTON
|
||
|
For
|
NANCY KILLEFER
|
||
|
For
|
ROBERT M. KIMMITT
|
||
|
For
|
SHERYL K. SANDBERG
|
||
|
For
|
TRACEY T. TRAVIS
|
||
|
For
|
TONY XU
|
||
|
For
|
MARK ZUCKERBERG
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Meta Platforms, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
3. A shareholder proposal regarding government takedown requests.
|
Security Holder
|
|
Against
|
Against
|
4. A shareholder proposal regarding dual class capital structure.
|
Security Holder
|
|
Against
|
Against
|
5. A shareholder proposal regarding human rights impact assessment of targeted advertising.
|
Security Holder
|
|
Against
|
Against
|
6. A shareholder proposal regarding report on lobbying disclosures.
|
Security Holder
|
|
Against
|
Against
|
7. A shareholder proposal regarding report on allegations of political entanglement and content management biases in India.
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal regarding report on framework to assess company lobbying alignment with climate goals.
|
Security Holder
|
|
Against
|
Against
|
9. A shareholder proposal regarding report on reproductive rights and data privacy.
|
Security Holder
|
|
Against
|
Against
|
10. A shareholder proposal regarding report on enforcement of Community Standards and user content.
|
Security Holder
|
|
Against
|
Against
|
11. A shareholder proposal regarding report on child safety impacts and actual harm reduction to children.
|
Security Holder
|
|
Against
|
Against
|
12. A shareholder proposal regarding report on pay calibration to externalized costs.
|
Security Holder
|
|
Against
|
Against
|
13. A shareholder proposal regarding performance review of the audit & risk oversight committee.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MGM RESORTS INTERNATIONAL
|
5/2/23
|
MGM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Barry Diller
|
||
|
For
|
1b. Election of Director: Alexis M. Herman
|
||
|
For
|
1c. Election of Director: William J. Hornbuckle
|
||
|
For
|
1d. Election of Director: Mary Chris Jammet
|
||
|
For
|
1e. Election of Director: Joey Levin
|
||
|
For
|
1f. Election of Director: Rose McKinney-James
|
||
|
For
|
1g. Election of Director: Keith A. Meister
|
||
|
For
|
1h. Election of Director: Paul Salem
|
||
|
For
|
1i. Election of Director: Jan G. Swartz
|
||
|
For
|
1j. Election of Director: Daniel J. Taylor
|
||
|
For
|
1k. Election of Director: Ben Winston
|
||
|
For
|
For
|
2. To ratify the selection of Deloitte & Touche LLP, as the independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency with which the Company conducts advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MICROSOFT CORPORATION
|
12/13/22
|
MSFT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Reid G. Hoffman
|
||
|
For
|
1b. Election of Director: Hugh F. Johnston
|
||
|
For
|
1c. Election of Director: Teri L. List
|
||
|
For
|
1d. Election of Director: Satya Nadella
|
||
|
For
|
1e. Election of Director: Sandra E. Peterson
|
||
|
For
|
1f. Election of Director: Penny S. Pritzker
|
||
|
For
|
1g. Election of Director: Carlos A. Rodriguez
|
||
|
For
|
1h. Election of Director: Charles W. Scharf
|
||
|
For
|
1i. Election of Director: John W. Stanton
|
||
|
For
|
1j. Election of Director: John W. Thompson
|
||
|
For
|
1k. Election of Director: Emma N. Walmsley
|
||
|
For
|
1l. Election of Director: Padmasree Warrior
|
||
|
Against
|
For
|
2. Advisory vote to approve named executive officer compensation
|
Issuer
|
|
For
|
For
|
3. Ratification of the Selection of Deloitte & Touche LLP as our Independent Auditor for Fiscal Year 2023
|
Issuer
|
|
Against
|
Against
|
4. Shareholder Proposal - Cost/Benefit Analysis of Diversity and Inclusion
|
Security Holder
|
|
Against
|
Against
|
5. Shareholder Proposal - Report on Hiring of Persons with Arrest or Incarceration Records
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Report on Investment of Retirement Funds in Companies Contributing to Climate Change
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Report on Government Use of Microsoft Technology
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal - Report on Development of Products for Military
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal - Report on Tax Transparency
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NORTHERN OIL AND GAS, INC.
|
5/25/23
|
NOG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
BAHRAM AKRADI
|
||
|
For
|
LISA BROMILEY
|
||
|
For
|
ROY EASLEY
|
||
|
For
|
MICHAEL FRANTZ
|
||
|
For
|
WILLIAM KIMBLE
|
||
|
For
|
JACK KING
|
||
|
For
|
STUART LASHER
|
||
|
For
|
JENNIFER POMERANTZ
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To add shares to and approve an Amended and Restated 2018 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. To approve, on an advisory basis, the compensation paid to our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. To approve, on an advisory basis, the frequency of holding future advisory votes on executive officer compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PARKER-HANNIFIN CORPORATION
|
10/26/22
|
PH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Lee C. Banks
|
||
|
For
|
1b. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Jillian C. Evanko
|
||
|
For
|
1c. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Lance M. Fritz
|
||
|
For
|
1d. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Linda A. Harty
|
||
|
For
|
1e. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: William F. Lacey
|
||
|
For
|
1f. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Kevin A. Lobo
|
||
|
For
|
1g. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Joseph Scaminace
|
||
|
For
|
1h. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Åke Svensson
|
||
|
For
|
1i. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Laura K. Thompson
|
||
|
For
|
1j. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: James R. Verrier
|
||
|
For
|
1k. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: James L. Wainscott
|
||
|
For
|
1l. Election of Director for a term expiring at the Annual Meeting of Shareholders in 2023: Thomas L. Williams
|
||
|
For
|
For
|
2. Approval of, on a non-binding, advisory basis, the compensation of our Named Executive Officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending June 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PEPSICO, INC.
|
5/3/23
|
PEP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Segun Agbaje
|
||
|
For
|
1b. Election of Director: Jennifer Bailey
|
||
|
For
|
1c. Election of Director: Cesar Conde
|
||
|
For
|
1d. Election of Director: Ian Cook
|
||
|
For
|
1e. Election of Director: Edith W. Cooper
|
||
|
For
|
1f. Election of Director: Susan M. Diamond
|
||
|
For
|
1g. Election of Director: Dina Dublon
|
||
|
For
|
1h. Election of Director: Michelle Gass
|
||
|
For
|
1i. Election of Director: Ramon L. Laguarta
|
||
|
For
|
1j. Election of Director: Dave J. Lewis
|
||
|
Against
|
1k. Election of Director: David C. Page
|
||
|
Against
|
1l. Election of Director: Robert C. Pohlad
|
||
|
Against
|
1m. Election of Director: Daniel Vasella
|
||
|
Against
|
1n. Election of Director: Darren Walker
|
||
|
Against
|
1o. Election of Director: Alberto Weisser
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
For
|
3. Advisory approval of the Company’s executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on frequency of future shareholder advisory approval of the Company’s executive compensation.
|
Issuer
|
|
For
|
Against
|
5. Shareholder Proposal - Independent Board Chair.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Global Transparency Report.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Report on Impacts of Reproductive Healthcare Legislation
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal - Congruency Report on Net-Zero Emissions Policies.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PG&E CORPORATION
|
5/18/23
|
PCG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Cheryl F. Campbell
|
||
|
For
|
1b. Election of Director: Kerry W. Cooper
|
||
|
For
|
1c. Election of Director: Arno L. Harris
|
||
|
For
|
1d. Election of Director: Carlos M. Hernandez
|
||
|
For
|
1e. Election of Director: Michael R. Niggli
|
||
|
For
|
1f. Election of Director: Benjamin F. Wilson
|
||
|
For
|
For
|
2. Advisory Vote to Approve Executive Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of the Advisory Vote to Approve Executive Compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of the Appointment of Deloitte and Touche LLP as the Independent Public Accounting Firm
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PRIMO WATER CORPORATION
|
5/31/23
|
PRMW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Britta Bomhard
|
||
|
For
|
1b. Election of Director: Susan E. Cates
|
||
|
For
|
1c. Election of Director: Eric J. Foss
|
||
|
For
|
1d. Election of Director: Jerry Fowden
|
||
|
For
|
1e. Election of Director: Thomas J. Harrington
|
||
|
For
|
1f. Election of Director: Derek R. Lewis
|
||
|
For
|
1g. Election of Director: Lori T. Marcus
|
||
|
For
|
1h. Election of Director: Billy D. Prim
|
||
|
For
|
1i. Election of Director: Archana Singh
|
||
|
For
|
1j. Election of Director: Steven P. Stanbrook
|
||
|
For
|
For
|
2. Appointment of Independent Registered Certified Public Accounting Firm. Appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. Non-Binding Advisory Vote on Executive Compensation. Approval, on a non-binding advisory basis, of the compensation of Primo Water Corporation’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Non-Binding Advisory Vote on the Frequency of an Advisory Vote on Executive Compensation. Approval, on a non-binding advisory basis, of the frequency of an advisory vote on the compensation of
Primo Water Corporation’s named executive officers.
|
Issuer
|
|
For
|
For
|
Issuer
|
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PUBLIC STORAGE
|
5/2/23
|
PSA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Trustee: Ronald L. Havner, Jr.
|
||
|
For
|
1b. Election of Trustee: Tamara Hughes Gustavson
|
||
|
For
|
1c. Election of Trustee: Leslie S. Heisz
|
||
|
For
|
1d. Election of Trustee: Shankh S. Mitra
|
||
|
For
|
1e. Election of Trustee: David J. Neithercut
|
||
|
For
|
1f. Election of Trustee: Rebecca Owen
|
||
|
For
|
1g. Election of Trustee: Kristy M. Pipes
|
||
|
For
|
1h. Election of Trustee: Avedick B. Poladian
|
||
|
For
|
1i. Election of Trustee: John Reyes
|
||
|
For
|
1j. Election of Trustee: Joseph D. Russell, Jr.
|
||
|
For
|
1k. Election of Trustee: Tariq M. Shaukat
|
||
|
For
|
1l. Election of Trustee: Ronald P. Spogli
|
||
|
For
|
1m. Election of Trustee: Paul S. Williams
|
||
|
For
|
For
|
2. Advisory vote to approve the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote regarding the frequency of future advisory votes to approve the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal requesting that the Company’s Board of Trustees issue short- and long-term Scope 1-3 greenhouse gas reduction targets aligned with the Paris Agreement.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
QUALCOMM INCORPORATED
|
3/8/23
|
QCOM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the next annual meeting of stockholders: Sylvia Acevedo
|
||
|
For
|
1b. Election of Director to hold office until the next annual meeting of stockholders: Cristiano R. Amon
|
||
|
For
|
1c. Election of Director to hold office until the next annual meeting of stockholders: Mark Fields
|
||
|
For
|
1d. Election of Director to hold office until the next annual meeting of stockholders: Jeffrey W. Henderson
|
||
|
For
|
1e. Election of Director to hold office until the next annual meeting of stockholders: Gregory N. Johnson
|
||
|
For
|
1f. Election of Director to hold office until the next annual meeting of stockholders: Ann M. Livermore
|
||
|
For
|
1g. Election of Director to hold office until the next annual meeting of stockholders: Mark D. McLaughlin
|
||
|
For
|
1h. Election of Director to hold office until the next annual meeting of stockholders: Jamie S. Miller
|
||
|
For
|
1i. Election of Director to hold office until the next annual meeting of stockholders: Irene B. Rosenfeld
|
||
|
For
|
1j. Election of Director to hold office until the next annual meeting of stockholders: Kornelis (Neil) Smit
|
||
|
For
|
1k. Election of Director to hold office until the next annual meeting of stockholders: Jean-Pascal Tricoire
|
||
|
For
|
1l. Election of Director to hold office until the next annual meeting of stockholders: Anthony J. Vinciquerra
|
||
|
For
|
For
|
2. Ratification of the selection of PricewaterhouseCoopers LLP as our independent public accountants for our fiscal year ending September 24, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of the QUALCOMM Incorporated 2023 Long-Term Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. Approval, on an advisory basis, of the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
S&P GLOBAL INC.
|
5/3/23
|
SPGI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Marco Alverà
|
||
|
For
|
1B. Election of Director: Jacques Esculier
|
||
|
For
|
1C. Election of Director: Gay Huey Evans
|
||
|
For
|
1D. Election of Director: William D. Green
|
||
|
For
|
1E. Election of Director: Stephanie C. Hill
|
||
|
For
|
1F. Election of Director: Rebecca Jacoby
|
||
|
For
|
1G. Election of Director: Robert P. Kelly
|
||
|
For
|
1H. Election of Director: Ian P. Livingston
|
||
|
For
|
1I. Election of Director: Deborah D. McWhinney
|
||
|
For
|
1J. Election of Director: Maria R. Morris
|
||
|
For
|
1K. Election of Director: Douglas L. Peterson
|
||
|
For
|
1L. Election of Director: Richard E. Thornburgh
|
||
|
For
|
1M. Election of Director: Gregory Washington
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an advisory basis, the frequency on which the Company conducts an advisory vote on the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of Ernst & Young LLP as the Company’s independent auditor for 2023;
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SEMPRA ENERGY
|
5/12/23
|
SRE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Andrés Conesa
|
||
|
For
|
1b. Election of Director: Pablo A. Ferrero
|
||
|
For
|
1c. Election of Director: Jeffrey W. Martin
|
||
|
For
|
1d. Election of Director: Bethany J. Mayer
|
||
|
For
|
1e. Election of Director: Michael N. Mears
|
||
|
For
|
1f. Election of Director: Jack T. Taylor
|
||
|
For
|
1g. Election of Director: Cynthia L. Walker
|
||
|
For
|
1h. Election of Director: Cynthia J. Warner
|
||
|
For
|
1i. Election of Director: James C. Yardley
|
||
|
For
|
For
|
2. Ratification of Appointment of Independent Registered Public Accounting Firm
|
Issuer
|
|
For
|
For
|
3. Advisory Approval of Our Executive Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Approval of How Often Shareholders Will Vote on an Advisory Basis on Our Executive Compensation
|
Issuer
|
|
For
|
For
|
5. Amendment to Our Articles of Incorporation to Increase the Number of Authorized Shares of Our Common Stock
|
Issuer
|
|
For
|
For
|
6. Amendment to Our Articles of Incorporation to Change the Company’s Legal Name
|
Issuer
|
|
For
|
For
|
7. Amendments to Our Articles of Incorporation to Make Certain Technical and Administrative Changes
|
Issuer
|
|
Against
|
Against
|
8. Shareholder Proposal Requiring an Independent Board Chairman
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SS&C TECHNOLOGIES HOLDINGS, INC.
|
5/17/23
|
SSNC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Normand A. Boulanger
|
||
|
For
|
1b. Election of Class I Director: David A. Varsano
|
||
|
For
|
1c. Election of Class I Director: Michael J. Zamkow
|
||
|
For
|
For
|
2. The approval of the compensation of the named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. The approval of the frequency of advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. The ratification of PricewaterhouseCoopers LLP as SS&C’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. The approval of SS&C Technologies Holdings, Inc. 2023 Stock Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STARBUCKS CORPORATION
|
3/23/23
|
SBUX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Richard E. Allison, Jr.
|
||
|
For
|
1b. Election of Director: Andrew Campion
|
||
|
For
|
1c. Election of Director: Beth Ford
|
||
|
For
|
1d. Election of Director: Mellody Hobson
|
||
|
For
|
1e. Election of Director: Jørgen Vig Knudstorp
|
||
|
For
|
1f. Election of Director: Satya Nadella
|
||
|
For
|
1g. Election of Director: Laxman Narasimhan
|
||
|
For
|
1h. Election of Director: Howard Schultz
|
||
|
For
|
For
|
2. Approval, on a nonbinding basis, of the compensation paid to our named executive officers
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on a nonbinding basis, of the frequency of future advisory votes on executive compensation
|
Issuer
|
|
For
|
For
|
4. Ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal 2023
|
Issuer
|
|
Against
|
Against
|
5. Report on Plant-Based Milk Pricing
|
Security Holder
|
|
Against
|
Against
|
6. CEO Succession Planning Policy Amendment
|
Security Holder
|
|
Against
|
Against
|
7. Annual Reports on Company Operations in China
|
Security Holder
|
|
Against
|
Against
|
8. Assessment of Worker Rights Commitments
|
Security Holder
|
|
Against
|
Against
|
9. Creation of Board Committee on Corporate Sustainability
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TEXAS INSTRUMENTS INCORPORATED
|
4/27/23
|
TXN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mark A. Blinn
|
||
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For
|
1b. Election of Director: Todd M. Bluedorn
|
||
|
For
|
1c. Election of Director: Janet F. Clark
|
||
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For
|
1d. Election of Director: Carrie S. Cox
|
||
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For
|
1e. Election of Director: Martin S. Craighead
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||
|
For
|
1f. Election of Director: Curtis C. Farmer
|
||
|
For
|
1g. Election of Director: Jean M. Hobby
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||
|
For
|
1h. Election of Director: Haviv Ilan
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||
|
For
|
1i. Election of Director: Ronald Kirk
|
||
|
For
|
1j. Election of Director: Pamela H. Patsley
|
||
|
For
|
1k. Election of Director: Robert E. Sanchez
|
||
|
For
|
1l. Election of Director: Richard K. Templeton
|
||
|
For
|
For
|
2. Board proposal to approve amendment and restatement of the TI Employees 2014 Stock Purchase Plan to extend the termination date.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Board proposal regarding advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
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For
|
For
|
4. Board proposal regarding advisory approval of the Company’s executive compensation.
|
Issuer
|
|
For
|
For
|
5. Board proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
Against
|
6. Stockholder proposal to permit a combined 10% of stockholders to call a special meeting.
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder proposal to report on due diligence efforts to trace end-user misuse of company products.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE BOEING COMPANY
|
4/18/23
|
BA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Robert A. Bradway
|
||
|
For
|
1b. Election of Director: David L. Calhoun
|
||
|
For
|
1c. Election of Director: Lynne M. Doughtie
|
||
|
For
|
1d. Election of Director: David L. Gitlin
|
||
|
For
|
1e. Election of Director: Lynn J. Good
|
||
|
For
|
1f. Election of Director: Stayce D. Harris
|
||
|
For
|
1g. Election of Director: Akhil Johri
|
||
|
For
|
1h. Election of Director: David L. Joyce
|
||
|
For
|
1i. Election of Director: Lawrence W. Kellner
|
||
|
For
|
1j. Election of Director: Steven M. Mollenkopf
|
||
|
For
|
1k. Election of Director: John M. Richardson
|
||
|
For
|
1l. Election of Director: Sabrina Soussan
|
||
|
For
|
1m. Election of Director: Ronald A. Williams
|
||
|
For
|
For
|
2. Approve, on an Advisory Basis, Named Executive Officer Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an Advisory Basis, the Frequency of Future Advisory Votes on Named Executive Officer Compensation.
|
Issuer
|
|
For
|
For
|
4. Approve The Boeing Company 2023 Incentive Stock Plan.
|
Issuer
|
|
For
|
For
|
5. Ratify the Appointment of Deloitte & Touche LLP as Independent Auditor for 2023.
|
Issuer
|
|
Against
|
Against
|
6. China Report.
|
Security Holder
|
|
Against
|
Against
|
7. Report on Lobbying Activities.
|
Security Holder
|
|
Against
|
Against
|
8. Report on Climate Lobbying.
|
Security Holder
|
|
Against
|
Against
|
9. Pay Equity Disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE HOME DEPOT, INC.
|
5/18/23
|
HD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Gerard J. Arpey
|
||
|
For
|
1b. Election of Director: Ari Bousbib
|
||
|
For
|
1c. Election of Director: Jeffery H. Boyd
|
||
|
For
|
1d. Election of Director: Gregory D. Brenneman
|
||
|
For
|
1e. Election of Director: J. Frank Brown
|
||
|
For
|
1f. Election of Director: Albert P. Carey
|
||
|
For
|
1g. Election of Director: Edward P. Decker
|
||
|
For
|
1h. Election of Director: Linda R. Gooden
|
||
|
For
|
1i. Election of Director: Wayne M. Hewett
|
||
|
For
|
1j. Election of Director: Manuel Kadre
|
||
|
For
|
1k. Election of Director: Stephanie C. Linnartz
|
||
|
For
|
1l. Election of Director: Paula Santilli
|
||
|
For
|
1m. Election of Director: Caryn Seidman-Becker
|
||
|
For
|
For
|
2. Ratification of the Appointment of KPMG LLP
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Executive Compensation (“Say-on-Pay”)
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Future Say-on-Pay Votes
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal Regarding Amendment of Shareholder Written Consent Right
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal Regarding Independent Board Chair
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal Regarding Political Contributions Congruency Analysis
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal Regarding Rescission of Racial Equity Audit Proposal Vote
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal Regarding Senior Management Commitment to Avoid Political Speech
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE PROCTER & GAMBLE COMPANY
|
10/11/22
|
PG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: B. Marc Allen
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Angela F. Braly
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Amy L. Chang
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Joseph Jimenez
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Christopher Kempczinski
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Debra L. Lee
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Terry J. Lundgren
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Christine M. McCarthy
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Jon R. Moeller
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Patricia A. Woertz
|
||
|
For
|
For
|
2. Ratify Appointment of the Independent Registered Public Accounting Firm
|
Issuer
|
|
Against
|
For
|
3. Advisory Vote to Approve the Company’s Executive Compensation (the “Say on Pay” vote)
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE WALT DISNEY COMPANY
|
4/3/23
|
DIS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mary T. Barra
|
||
|
For
|
1b. Election of Director: Safra A. Catz
|
||
|
For
|
1c. Election of Director: Amy L. Chang
|
||
|
For
|
1d. Election of Director: Francis A. deSouza
|
||
|
For
|
1e. Election of Director: Carolyn N. Everson
|
||
|
For
|
1f. Election of Director: Michael B.G. Froman
|
||
|
For
|
1g. Election of Director: Robert A. Iger
|
||
|
For
|
1h. Election of Director: Maria Elena Lagomasino
|
||
|
For
|
1i. Election of Director: Calvin R. McDonald
|
||
|
For
|
1j. Election of Director: Mark G. Parker
|
||
|
For
|
1k. Election of Director: Derica W. Rice
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for fiscal 2023.
|
Issuer
|
|
For
|
For
|
3. Consideration of an advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Consideration of an advisory vote on the frequency of advisory votes on executive compensation.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal, if properly presented at the meeting, requesting a report on operations related to China.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal, if properly presented at the meeting, requesting charitable contributions disclosure.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal, if properly presented at the meeting, requesting a political expenditures report.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRUIST FINANCIAL CORPORATION
|
4/25/23
|
TFC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1a. Election of Director: Jennifer S. Banner
|
||
|
Against
|
1b. Election of Director: K. David Boyer, Jr.
|
||
|
Against
|
1c. Election of Director: Agnes Bundy Scanlan
|
||
|
Against
|
1d. Election of Director: Anna R. Cablik
|
||
|
Against
|
1e. Election of Director: Dallas S. Clement
|
||
|
Against
|
1f. Election of Director: Paul D. Donahue
|
||
|
Against
|
1g. Election of Director: Patrick C. Graney III
|
||
|
Against
|
1h. Election of Director: Linnie M. Haynesworth
|
||
|
Against
|
1i. Election of Director: Kelly S. King
|
||
|
Against
|
1j. Election of Director: Easter A. Maynard
|
||
|
Against
|
1k. Election of Director: Donna S. Morea
|
||
|
Against
|
1l. Election of Director: Charles A. Patton
|
||
|
Against
|
1m. Election of Director: Nido R. Qubein
|
||
|
Against
|
1n. Election of Director: David M. Ratcliffe
|
||
|
Against
|
1o. Election of Director: William H. Rogers, Jr.
|
||
|
Against
|
1p. Election of Director: Frank P. Scruggs, Jr.
|
||
|
Against
|
1q. Election of Director: Christine Sears
|
||
|
Against
|
1r. Election of Director: Thomas E. Skains
|
||
|
Against
|
1s. Election of Director: Bruce L. Tanner
|
||
|
Against
|
1t. Election of Director: Thomas N. Thompson
|
||
|
Against
|
1u. Election of Director: Steven C. Voorhees
|
||
|
Against
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as Truist’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
For
|
3. Advisory vote to approve Truist’s executive compensation program.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To recommend that a non-binding, advisory vote to approve Truist’s executive compensation program be put to shareholders for their consideration every: one; two; or three years.
|
Issuer
|
|
For
|
Against
|
5. Shareholder proposal regarding an independent Chairman of the Board of Directors, if properly presented at the Annual Meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TYSON FOODS, INC.
|
2/9/23
|
TSN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: John H. Tyson
|
||
|
For
|
1b. Election of Director: Les R. Baledge
|
||
|
For
|
1c. Election of Director: Mike Beebe
|
||
|
For
|
1d. Election of Director: Maria Claudia Borras
|
||
|
For
|
1e. Election of Director: David J. Bronczek
|
||
|
For
|
1f. Election of Director: Mikel A. Durham
|
||
|
For
|
1g. Election of Director: Donnie King
|
||
|
For
|
1h. Election of Director: Jonathan D. Mariner
|
||
|
For
|
1i. Election of Director: Kevin M. McNamara
|
||
|
For
|
1j. Election of Director: Cheryl S. Miller
|
||
|
For
|
1k. Election of Director: Jeffrey K. Schomburger
|
||
|
For
|
1l. Election of Director: Barbara A. Tyson
|
||
|
For
|
1m. Election of Director: Noel White
|
||
|
For
|
For
|
2. To ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the fiscal year ending September 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
3 Years
|
3 Years
|
4. To approve, on a non-binding advisory basis, the frequency of the advisory vote regarding the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
5. To approve the amendment and restatement of the Tyson Foods, Inc. 2000 Stock Incentive Plan.
|
Issuer
|
|
Against
|
Against
|
6. Shareholder proposal regarding compliance with World Health Organization guidelines on use of medically important antimicrobials in food-producing animals.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNITEDHEALTH GROUP INCORPORATED
|
6/5/23
|
UNH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Timothy Flynn
|
||
|
For
|
1b. Election of Director: Paul Garcia
|
||
|
For
|
1c. Election of Director: Kristen Gil
|
||
|
For
|
1d. Election of Director: Stephen Hemsley
|
||
|
For
|
1e. Election of Director: Michele Hooper
|
||
|
For
|
1f. Election of Director: F. William McNabb III
|
||
|
For
|
1g. Election of Director: Valerie Montgomery Rice, M.D.
|
||
|
For
|
1h. Election of Director: John Noseworthy, M.D.
|
||
|
For
|
1i. Election of Director: Andrew Witty
|
||
|
For
|
For
|
2. Advisory approval of the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of holding future say-on-pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal seeking a third-party racial equity audit.
|
Issuer
|
|
Against
|
Against
|
6. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal requiring a political contributions congruency report.
|
Issuer
|
|
Against
|
Against
|
7. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal seeking shareholder ratification of termination pay.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VALERO ENERGY CORPORATION
|
5/9/23
|
VLO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until the 2024 Annual meeting: Fred M. Diaz
|
||
|
For
|
1b. Election of Director to serve until the 2024 Annual meeting: H. Paulett Eberhart
|
||
|
For
|
1c. Election of Director to serve until the 2024 Annual meeting: Marie A. Ffolkes
|
||
|
For
|
1d. Election of Director to serve until the 2024 Annual meeting: Joseph W. Gorder
|
||
|
For
|
1e. Election of Director to serve until the 2024 Annual meeting: Kimberly S. Greene
|
||
|
For
|
1f. Election of Director to serve until the 2024 Annual meeting: Deborah P. Majoras
|
||
|
For
|
1g. Election of Director to serve until the 2024 Annual meeting: Eric D. Mullins
|
||
|
For
|
1h. Election of Director to serve until the 2024 Annual meeting: Donald L. Nickles
|
||
|
For
|
1i. Election of Director to serve until the 2024 Annual meeting: Robert A. Profusek
|
||
|
For
|
1j. Election of Director to serve until the 2024 Annual meeting: Randall J. Weisenburger
|
||
|
For
|
1k. Election of Director to serve until the 2024 Annual meeting: Rayford Wilkins, Jr.
|
||
|
For
|
For
|
2. Ratify the appointment of KPMG LLP as Valero’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve the 2022 compensation of named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote to recommend the frequency of stockholder advisory votes on compensation of named executive officers.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal to set different GHG emissions reductions targets (Scopes 1, 2, and 3).
|
Issuer
|
|
Against
|
Against
|
6. Stockholder proposal to oversee and issue an additional racial equity audit and report.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERIZON COMMUNICATIONS INC.
|
5/11/23
|
VZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Shellye Archambeau
|
||
|
For
|
1B. Election of Director: Roxanne Austin
|
||
|
For
|
1C. Election of Director: Mark Bertolini
|
||
|
For
|
1D. Election of Director: Vittorio Colao
|
||
|
For
|
1E. Election of Director: Melanie Healey
|
||
|
For
|
1F. Election of Director: Laxman Narasimhan
|
||
|
Against
|
1G. Election of Director: Clarence Otis, Jr.
|
||
|
For
|
1H. Election of Director: Daniel Schulman
|
||
|
For
|
1I. Election of Director: Rodney Slater
|
||
|
For
|
1J. Election of Director: Carol Tomé
|
||
|
For
|
1K. Election of Director: Hans Vestberg
|
||
|
Against
|
1L. Election of Director: Gregory Weaver
|
||
|
Against
|
For
|
2. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes to approve executive compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of appointment of independent registered public accounting firm
|
Issuer
|
|
Against
|
Against
|
5. Government requests to remove content
|
Security Holder
|
|
Against
|
Against
|
6. Prohibit political contributions
|
Security Holder
|
|
For
|
Against
|
7. Amend clawback policy
|
Security Holder
|
|
For
|
Against
|
8. Shareholder ratification of annual equity awards
|
Security Holder
|
|
For
|
Against
|
9. Independent chair
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VISA INC.
|
1/24/23
|
V
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Lloyd A. Carney
|
||
|
For
|
1b. Election of Director: Kermit R. Crawford
|
||
|
For
|
1c. Election of Director: Francisco Javier Fernández-Carbajal
|
||
|
For
|
1d. Election of Director: Alfred F. Kelly, Jr.
|
||
|
For
|
1e. Election of Director: Ramon Laguarta
|
||
|
For
|
1f. Election of Director: Teri L. List
|
||
|
For
|
1g. Election of Director: John F. Lundgren
|
||
|
For
|
1h. Election of Director: Denise M. Morrison
|
||
|
For
|
1i. Election of Director: Linda J. Rendle
|
||
|
For
|
1j. Election of Director: Maynard G. Webb, Jr.
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation paid to our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To hold an advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. To vote on a stockholder proposal requesting an independent board chair policy.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VISTRA CORP.
|
5/2/23
|
VST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Scott B. Helm
|
||
|
For
|
1b. Election of Director: Hilary E. Ackermann
|
||
|
For
|
1c. Election of Director: Arcilia C. Acosta
|
||
|
For
|
1d. Election of Director: Gavin R. Baiera
|
||
|
For
|
1e. Election of Director: Paul M. Barbas
|
||
|
For
|
1f. Election of Director: James A. Burke
|
||
|
For
|
1g. Election of Director: Lisa Crutchfield
|
||
|
For
|
1h. Election of Director: Brian K. Ferraioli
|
||
|
For
|
1i. Election of Director: Jeff D. Hunter
|
||
|
For
|
1j. Election of Director: Julie A. Lagacy
|
||
|
For
|
1k. Election of Director: John R. Sult
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the 2022 compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WALMART INC.
|
5/31/23
|
WMT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Cesar Conde
|
||
|
For
|
1b. Election of Director: Timothy P. Flynn
|
||
|
For
|
1c. Election of Director: Sarah J. Friar
|
||
|
For
|
1d. Election of Director: Carla A. Harris
|
||
|
For
|
1e. Election of Director: Thomas W. Horton
|
||
|
For
|
1f. Election of Director: Marissa A. Mayer
|
||
|
For
|
1g. Election of Director: C. Douglas McMillon
|
||
|
For
|
1h. Election of Director: Gregory B. Penner
|
||
|
For
|
1i. Election of Director: Randall L. Stephenson
|
||
|
For
|
1j. Election of Director: S. Robson Walton
|
||
|
For
|
1k. Election of Director: Steuart L. Walton
|
||
|
1 Year
|
1 Year
|
2. Advisory Vote on the Frequency of Future Say-On-Pay Votes.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of Ernst & Young LLP as Independent Accountants.
|
Issuer
|
|
Against
|
Against
|
5. Policy Regarding Worker Pay in Executive Compensation.
|
Security Holder
|
|
Against
|
Against
|
6. Report on Human Rights Due Diligence.
|
Security Holder
|
|
Against
|
Against
|
7. Racial Equity Audit.
|
Security Holder
|
|
Against
|
Against
|
8. Racial and Gender Layoff Diversity Report.
|
Security Holder
|
|
Against
|
Against
|
9. Request to Require Shareholder Approval of Certain Future Bylaw Amendments.
|
Security Holder
|
|
Against
|
Against
|
10. Report on Reproductive Rights and Data Privacy.
|
Security Holder
|
|
Against
|
Against
|
11. Communist China Risk Audit.
|
Security Holder
|
|
Against
|
Against
|
12. Workplace Safety & Violence Review.
|
Security Holder
|
|
Name Of Fund:
|
Buffalo Early Stage Growth Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
8X8, INC.
|
7/12/22
|
EGHT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JASWINDER PAL SINGH
|
||
|
For
|
DAVID SIPES
|
||
|
For
|
MONIQUE BONNER
|
||
|
For
|
TODD FORD
|
||
|
For
|
ALISON GLEESON
|
||
|
For
|
VLADIMIR JACIMOVIC
|
||
|
For
|
ERIC SALZMAN
|
||
|
For
|
ELIZABETH THEOPHILLE
|
||
|
For
|
For
|
2. To ratify the appointment of Moss Adams LLP as 8x8, Inc.’s independent registered public accounting firm for the fiscal year ending March 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, through an advisory vote, 8x8, Inc.’s executive compensation for the fiscal year ended March 31, 2022.
|
Issuer
|
|
For
|
For
|
4. To approve 8x8, Inc.’s 2022 Equity Incentive Plan, including the reservation of 8,000,000 new shares for issuance thereunder.
|
Issuer
|
|
For
|
For
|
5. To approve amendments to 8x8, Inc.’s Amended and Restated 1996 Employee Stock Purchase Plan, including the reservation of 3,600,000 additional shares for issuance.
|
Issuer
|
|
For
|
For
|
6. To approve an amendment to 8x8, Inc.’s Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 200,000,000 to 300,000,000 shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABSOLUTE SOFTWARE CORPORATION
|
12/7/22
|
ABST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 To set the number of Directors at seven (7).
|
Issuer
|
|
For
|
DANIEL P. RYAN
|
||
|
For
|
LYNN ATCHISON
|
||
|
For
|
ANDRE MINTZ
|
||
|
For
|
GREGORY MONAHAN
|
||
|
For
|
SALVATORE (SAL) VISCA
|
||
|
For
|
GERHARD WATZINGER
|
||
|
For
|
CHRISTY WYATT
|
||
|
For
|
For
|
3 Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ACCEL ENTERTAINMENT, INC.
|
5/4/23
|
ACEL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
KARL PETERSON
|
||
|
For
|
DEE ROBINSON
|
||
|
For
|
ANDREW RUBENSTEIN
|
||
|
For
|
For
|
2. Non-binding advisory vote on the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Non-binding advisory vote on the frequency of future non-binding advisory votes to approve the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of the Amendment and Restatement of our Long-Term Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADVANCED DRAINAGE SYSTEMS, INC.
|
7/21/22
|
WMS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Anesa T. Chaibi
|
||
|
For
|
1b. Election of Director: Robert M. Eversole
|
||
|
For
|
1c. Election of Director: Alexander R. Fischer
|
||
|
For
|
1d. Election of Director: Kelly S. Gast
|
||
|
For
|
1e. Election of Director: M.A. (Mark) Haney
|
||
|
For
|
1f. Election of Director: Ross M. Jones
|
||
|
For
|
1g. Election of Director: Manuel Perez de la Mesa
|
||
|
For
|
1h. Election of Director: Anil Seetharam
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, in a non-binding advisory vote, of the compensation for named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Recommendation, in a non-binding advisory vote, for the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
5. Approval of the Employee Stock Purchase Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AIR TRANSPORT SERVICES GROUP, INC.
|
5/24/23
|
ATSG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Phyllis J. Campbell
|
||
|
For
|
1b. Election of Director: Richard F. Corrado
|
||
|
For
|
1c. Election of Director: Jeffrey A. Dominick
|
||
|
For
|
1d. Election of Director: Joseph C. Hete
|
||
|
For
|
1e. Election of Director: Raymond E. Johns, Jr.
|
||
|
For
|
1f. Election of Director: Laura J. Peterson
|
||
|
For
|
1g. Election of Director: Randy D. Rademacher
|
||
|
For
|
1h. Election of Director: J. Christopher Teets
|
||
|
For
|
1i. Election of Director: Jeffrey J. Vorholt
|
||
|
For
|
1j. Election of Director: Paul S. William
|
||
|
For
|
For
|
2. Company proposal to ratify the selection of Deloitte and Touche LLP as the independent registered public accounting firm of the Company for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AIRSCULPT TECHNOLOGIES, INC.
|
5/10/23
|
AIRS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director: Adam Feinstein
|
||
|
For
|
1.2 Election of Class II Director: Thomas Aaron
|
||
|
For
|
1.3 Election of Class II Director: Kenneth Higgins
|
||
|
For
|
For
|
2. Ratification of the appointment of Grant Thornton as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APOGEE ENTERPRISES, INC.
|
6/21/23
|
APOG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Lloyd E. Johnson
|
||
|
For
|
1b. Election of Class I Director: Donald A. Nolan
|
||
|
For
|
1c. Election of Class I Director: Patricia K. Wagner
|
||
|
For
|
For
|
2. ADVISORY VOTE TO APPROVE APOGEE’S EXECUTIVE COMPENSATION.
|
Issuer
|
|
1 Year
|
1 Year
|
3. ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY VOTE ON EXECUTIVE COMPENSATION.
|
Issuer
|
|
For
|
For
|
4. ADVISORY VOTE TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MARCH 2, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BIGCOMMERCE HOLDINGS, INC.
|
5/18/23
|
BIGC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DONALD E. CLARKE
|
||
|
For
|
ELLEN F. SIMINOFF
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Non-binding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BOWMAN CONSULTING GROUP LTD.
|
5/11/23
|
BWMN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL BRUEN
|
||
|
For
|
PATRICIA MULROY
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CADRE HOLDINGS INC
|
5/31/23
|
CDRE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
WARREN B. KANDERS
|
||
|
For
|
NICHOLAS SOKOLOW
|
||
|
For
|
WILLIAM QUIGLEY
|
||
|
For
|
HAMISH NORTON
|
||
|
For
|
DEBORAH A. DECOTIS
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as Cadre Holdings, Inc.’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CALIX, INC.
|
5/11/23
|
CALX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
KATHLEEN CRUSCO
|
||
|
For
|
CARL RUSSO
|
||
|
For
|
For
|
2. To approve the Calix, Inc. Third Amended and Restated 2019 Equity Incentive Award Plan.
|
Issuer
|
|
For
|
For
|
3. To approve the Calix, Inc. Third Amended and Restated 2017 Nonqualified Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. To approve, on a non-binding, advisory basis, Calix’s named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. To approve, on a non-binding, advisory basis, the frequency of future advisory votes to approve the compensation of Calix’s named executive officers.
|
Issuer
|
|
For
|
For
|
6. To ratify the selection of KPMG LLP as Calix’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CASTLE BIOSCIENCES INC.
|
5/25/23
|
CSTL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ELLEN GOLDBERG
|
||
|
For
|
MILES D. HARRISON
|
||
|
For
|
TIFFANY P. OLSON
|
||
|
For
|
For
|
2. To ratify the selection of KPMG LLP by the Audit Committee of the Board of Directors as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the Proxy Statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CERENCE INC.
|
2/9/23
|
CRNC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class III Director: Arun Sarin
|
||
|
For
|
1.2 Election of Class III Director: Kristi Ann Matus
|
||
|
For
|
1.3 Election of Class III Director: Stefan Ortmanns
|
||
|
For
|
1.4 Election of Class III Director: Sanjay Jha
|
||
|
For
|
1.5 Election of Class III Director: Marianne Budnik
|
||
|
For
|
1.6 Election of Class III Director: Alfred Nietzel
|
||
|
For
|
1.7 Election of Class III Director: Douglas Davis
|
||
|
For
|
1.8 Election of Class III Director: Thomas Beaudoin
|
||
|
For
|
For
|
2. Ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers, as disclosed in the proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COMMUNITY HEALTHCARE TRUST INCORPORATED
|
5/4/23
|
CHCT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
CATHRINE COTMAN
|
||
|
For
|
DAVID DUPUY
|
||
|
For
|
ALAN GARDNER
|
||
|
For
|
CLAIRE GULMI
|
||
|
For
|
ROBERT HENSLEY
|
||
|
For
|
LAWRENCE VAN HORN
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the following resolutions: RESOLVED, that the stockholders of Community Healthcare Trust Incorporated approve, on a non-binding advisory basis, the
compensation of the named executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Company’s proxy statement for the 2023 annual meeting of stockholders.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of BDO USA, LLP as the Company’s independent registered public accountants for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COMPASS DIVERSIFIED HOLDINGS
|
5/25/23
|
CODI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ALEXANDER S. BHATHAL
|
||
|
For
|
JAMES J. BOTTIGLIERI
|
||
|
For
|
GORDON M. BURNS
|
||
|
For
|
C. SEAN DAY
|
||
|
For
|
HAROLD S. EDWARDS
|
||
|
For
|
LARRY L. ENTERLINE
|
||
|
For
|
NANCY B. MAHON
|
||
|
For
|
TERI R. SHAFFER
|
||
|
For
|
For
|
2. To approve, on a non-binding and advisory basis, the resolution approving the compensation of our named executive officers as disclosed in the Proxy Statement (“Say-on-Pay Vote”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. To vote, on a non-binding and advisory basis, on how frequently the Company should seek the Say-on-Pay Vote (“Say-on-Frequency Vote”).
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Grant Thornton LLP to serve as independent auditor for the Company and the Trust for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CORECARD CORPORATION
|
6/1/23
|
CCRD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Kathryn Petralia
|
||
|
For
|
1.2 Election of Director: A. Russell Chandler III
|
||
|
For
|
For
|
2. Approval by a non-binding advisory vote of the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CYBERARK SOFTWARE LTD.
|
6/28/23
|
CYBR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Re-Election of Class III Director for a term of three years until the 2026 annual general meeting: Ron Gutler
|
||
|
For
|
1b. Re-Election of Class III Director for a term of three years until the 2026 annual general meeting: Kim Perdikou
|
||
|
For
|
1c. Re-Election of Class III Director for a term of three years until the 2026 annual general meeting: Ehud (Udi) Mokady
|
||
|
For
|
1d. Election of Class I Director for a term of one year until the 2024 annual general meeting: Matthew Cohen
|
||
|
For
|
For
|
2. To approve, in accordance with the requirements of the Israeli Companies Law, 5759-1999 (the “Companies Law”) the employment terms and compensation package of the Chief Executive Officer,
Matthew Cohen, including the adoption of an equity grant plan for the years 2023-2027, for the grant of performance share units (“PSUs”) and restricted share units (“RSUs”).
|
Issuer
|
|
For
|
For
|
3. To approve, in accordance with the requirements of the Companies Law, the employment terms of, and a grant of RSUs and PSUs for 2023 to the Company’s Executive Chairman of the Board, Ehud
(Udi) Mokady.
|
Issuer
|
|
For
|
For
|
4. To approve certain amendments to the articles of association of the Company.
|
Issuer
|
|
For
|
For
|
5. To approve the re-appointment of Kost Forer Gabbay & Kasierer, registered public accounting firm, a member firm of Ernst & Young Global, as the Company’s independent registered public
accounting firm for the year ending December 31, 2023, and until the Company’s 2024 annual general meeting of shareholders, and to authorize the Board to fix such accounting firm’s annual compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELEMENT SOLUTIONS INC
|
6/6/23
|
ESI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sir Martin E. Franklin
|
||
|
For
|
1b. Election of Director: Benjamin Gliklich
|
||
|
For
|
1c. Election of Director: Ian G.H. Ashken
|
||
|
For
|
1d. Election of Director: Elyse Napoli Filon
|
||
|
For
|
1e. Election of Director: Christopher T. Fraser
|
||
|
For
|
1f. Election of Director: Michael F. Goss
|
||
|
For
|
1g. Election of Director: Nichelle Maynard-Elliott
|
||
|
For
|
1h. Election of Director: E. Stanley O’Neal
|
||
|
For
|
For
|
2. Advisory vote to approve the Company’s 2022 executive compensation
|
Issuer
|
|
For
|
For
|
3. Approval of the Company’s 2024 Employee stock Purchase Plan
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2023
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENVESTNET, INC.
|
6/15/23
|
ENV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LUIS AGUILAR
|
||
|
For
|
GAYLE CROWELL
|
||
|
For
|
JAMES FOX
|
||
|
For
|
For
|
2. The approval, on an advisory basis, of 2022 executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. The approval, on an advisory basis, on the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. The ratification of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ESTABLISHMENT LABS HOLDINGS INC.
|
5/24/23
|
ESTA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director to serve for a three-year term: Dennis Condon
|
||
|
For
|
1b. Election of Class II Director to serve for a three-year term: Leslie Gillin
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Marcum LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment and restatement of our amended and restated memorandum of association and articles of association to declassify the board of directors.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment and restatement of our amended and restated memorandum of association and articles of association to eliminate supermajority voting requirements.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FEDERAL SIGNAL CORPORATION
|
4/25/23
|
FSS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
EUGENE J. LOWE, LLL
|
||
|
For
|
DENNIS J. MARTIN
|
||
|
For
|
BILL OWENS
|
||
|
For
|
SHASHANK PATEL
|
||
|
For
|
BRENDA L. REICHELDERFER
|
||
|
For
|
JENNIFER L. SHERMAN
|
||
|
For
|
JOHN L. WORKMAN
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an advisory basis, the frequency of future advisory votes on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of Deloitte & Touche LLP as Federal Signal Corporation’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HAMILTON LANE INCORPORATED
|
9/1/22
|
HLNE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
HARTLEY R. ROGERS
|
||
|
For
|
MARIO L. GIANNINI
|
||
|
For
|
For
|
2. Advisory, non-binding vote to approve named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. To approve Amendment No. 2 to the Hamilton Lane Incorporated 2017 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending March 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HEALTHSTREAM, INC.
|
5/25/23
|
HSTM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director to hold office for a term of three (3) years: Jeffrey L. McLaren
|
||
|
For
|
1.2 Election of Class II Director to hold office for a term of three (3) years: Linda E. Rebrovick
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers as described in the Company’s proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HILLMAN SOLUTIONS CORP.
|
5/31/23
|
HLMN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Aaron P. Jagdfeld
|
||
|
For
|
1b. ELECTION OF DIRECTOR: David A. Owens
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Philip K. Woodlief
|
||
|
For
|
For
|
2. To approve, by non-binding vote, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the selection of Deloitte & Touche LLP as our independent auditor for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
I3 VERTICALS, INC.
|
3/24/23
|
IIIV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
GREGORY DAILY
|
||
|
For
|
CLAY WHITSON
|
||
|
For
|
ELIZABETH S. COURTNEY
|
||
|
For
|
JOHN HARRISON
|
||
|
For
|
BURTON HARVEY
|
||
|
For
|
TIMOTHY MCKENNA
|
||
|
For
|
DAVID MORGAN
|
||
|
For
|
DAVID WILDS
|
||
|
For
|
DECOSTA JENKINS
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ICF INTERNATIONAL, INC.
|
6/1/23
|
ICFI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Ms. Marilyn Crouther
|
||
|
For
|
1b. Election of Director: Mr. Michael J. Van Handel
|
||
|
For
|
1c. Election of Director: Dr. Michelle A. Williams
|
||
|
For
|
For
|
2. AMEND AND RESTATE THE ICF 2018 OMNIBUS INCENTIVE PLAN. Stockholders are being asked to vote in favor of an amendment and restatement of the 2018 Incentive Plan to increase the number of shares
under the 2018 Incentive Plan, and to incorporate new compensation recovery provisions in consideration of Exchange Act Rule 10D-1 and certain other immaterial amendments to improve and modernize this plan.
|
Issuer
|
|
For
|
For
|
3. ADVISORY VOTE REGARDING ICF INTERNATIONAL’S OVERALL PAY-FOR- PERFORMANCE NAMED EXECUTIVE OFFICER COMPENSATION PROGRAM. Approve by non-binding, advisory vote, the Company’s overall
pay-for-performance executive compensation program, as described in the Compensation Discussion and Analysis, the compensation tables and the related narratives and other materials in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. ADVISORY VOTE REGARDING ICF’S FREQUENCY OF SAY ON PAY VOTING. Approve by non-binding, advisory vote on how frequently the Company’s stockholders are given an opportunity to cast a “Say on Pay”
vote at future annual stockholder meetings (or any special stockholder meeting for which ICF must include executive compensation information in the proxy statement for that meeting).
|
Issuer
|
|
For
|
For
|
5. AMEND THE ICF INTERNATIONAL AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO LIMIT THE LIABILITY OF CERTAIN OFFICERS OF ICF. Stockholders are being asked to vote in favor of an amendment
to the Certificate of Incorporation of the Company to provide exculpation from liability for officers of the Company from certain monetary claims of breach of the fiduciary duty of care, similar to protections currently available to
directors of the Company.
|
Issuer
|
|
For
|
For
|
6. RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. Ratify the selection of Grant Thornton as the Company’s independent registered public accounting firm for the fiscal year ending
December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INSPIRE MEDICAL SYSTEMS, INC.
|
4/27/23
|
INSP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
CYNTHIA B. BURKS
|
||
|
For
|
GARY L. ELLIS
|
||
|
For
|
G.G. MELENIKIOTOU
|
||
|
For
|
DANA G. MEAD
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KINSALE CAPITAL GROUP, INC.
|
5/25/23
|
KNSL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael P. Kehoe
|
||
|
For
|
1b. Election of Director: Steven J. Bensinger
|
||
|
For
|
1c. Election of Director: Teresa P. Chia
|
||
|
For
|
1d. Election of Director: Robert V. Hatcher, III
|
||
|
For
|
1e. Election of Director: Anne C. Kronenberg
|
||
|
For
|
1f. Election of Director: Robert Lippincott, III
|
||
|
For
|
1g. Election of Director: James J. Ritchie
|
||
|
For
|
1h. Election of Director: Frederick L. Russell, Jr.
|
||
|
For
|
1i. Election of Director: Gregory M. Share
|
||
|
For
|
For
|
2. Advisory vote to approve executive compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as Independent Registered Public Accounting Firm for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KORNIT DIGITAL LTD.
|
8/11/22
|
KRNT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Re-election/ initial election of Class I Director for a three- year term until the Company’s annual general meeting of shareholders in 2025: Mr. Yehoshua (Shuki) Nir
|
||
|
For
|
1b. Re-election/ initial election of Class I Director for a three- year term until the Company’s annual general meeting of shareholders in 2025: Mr. Dov Ofer
|
||
|
For
|
1c. Re-election/ initial election of Class I Director for a three- year term until the Company’s annual general meeting of shareholders in 2025: Mr. Jae Hyun (Jay) Lee
|
||
|
For
|
For
|
2. Re-appointment of Kost Forer Gabbay & Kasierer, registered public accounting firm, a member firm of Ernst & Young Global, as the Company’s independent registered public accounting firm
for the year ending December 31, 2022 and until the Company’s 2023 annual general meeting of shareholders, and authorization of the Company’s board of directors (with power of delegation to the audit committee thereof) to fix such
accounting firm’s annual compensation
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KORNIT DIGITAL LTD.
|
12/29/22
|
KRNT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Approval of the compensation terms of Lauri Hanover, the Company’s new Chief Financial Officer.
|
Issuer
|
|
For
|
For
|
2. Approval of an amended package of employment terms for Ronen Samuel, the Company’s Chief Executive Officer, in order to increase his annual long-term incentive opportunity.
|
Issuer
|
|
For
|
None
|
2a. By checking the box marked “FOR”, the undersigned hereby confirms that he, she or it is not a “controlling shareholder” and does not have a “personal interest” (i.e., a conflict of interest)
in the approval of Proposal 2 (in each case as defined in the Companies Law and described in the Proxy Statement). If the undersigned or a related party of the undersigned is a controlling shareholder or has such a conflict of interest,
check the box “AGAINST”. [MUST COMPLETE ITEM 2A]
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KRATOS DEFENSE & SEC SOLUTIONS, INC.
|
5/24/23
|
KTOS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
SCOTT ANDERSON
|
||
|
For
|
ERIC DEMARCO
|
||
|
For
|
WILLIAM HOGLUND
|
||
|
For
|
SCOT JARVIS
|
||
|
For
|
JANE JUDD
|
||
|
For
|
SAMUEL LIBERATORE
|
||
|
For
|
DEANNA LUND
|
||
|
For
|
AMY ZEGART
|
||
|
For
|
For
|
2. To ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve the adoption of the Company’s 2023 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. To approve the adoption of the Company’s 2023 Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. An advisory vote to approve the compensation of the Company’s named executive officers, as presented in the proxy statement.
|
Issuer
|
|
1 Year
|
1 Year
|
6. An advisory vote on the frequency of the stockholder advisory vote to approve the compensation of our named executive officers, as presented in the proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LGI HOMES, INC.
|
4/27/23
|
LGIH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
RYAN EDONE
|
||
|
For
|
ERIC LIPAR
|
||
|
For
|
SHAILEE PARIKH
|
||
|
For
|
BRYAN SANSBURY
|
||
|
For
|
MARIA SHARPE
|
||
|
For
|
STEVEN SMITH
|
||
|
For
|
ROBERT VAHRADIAN
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve a proposed amendment to the Company’s Certificate of Incorporation to provide for exculpation of certain officers of the Company from personal liability under certain circumstances
as permitted by Delaware law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MALIBU BOATS, INC.
|
11/3/22
|
MBUU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL K. HOOKS
|
||
|
For
|
JACK D. SPRINGER
|
||
|
For
|
JOHN E. STOKELY
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MAXLINEAR, INC.
|
5/10/23
|
MXL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director to serve until the 2026 annual meeting: Albert J. Moyer
|
||
|
For
|
1.2 Election of Class II Director to serve until the 2026 annual meeting: Theodore L. Tewksbury, Ph.D.
|
||
|
For
|
1.3 Election of Class II Director to serve until the 2026 annual meeting: Carolyn D. Beaver
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers for the year ended December 31, 2022, as set forth in the proxy statement.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory basis, the frequency of future stockholder votes on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment to our amended and restated certificate of incorporation to reflect Delaware law provisions regarding officer exculpation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NLIGHT, INC.
|
6/8/23
|
LASR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
BANDEL CARANO
|
||
|
For
|
RAYMOND LINK
|
||
|
For
|
GEOFFREY MOORE
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory, non-binding basis, the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NV5 GLOBAL, INC.
|
6/13/23
|
NVEE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to hold office until the next annual meeting: Dickerson Wright
|
||
|
For
|
1.2 Election of Director to hold office until the next annual meeting: Alexander A. Hockman
|
||
|
For
|
1.3 Election of Director to hold office until the next annual meeting: MaryJo E. O’Brien
|
||
|
For
|
1.4 Election of Director to hold office until the next annual meeting: William D. Pruitt
|
||
|
For
|
1.5 Election of Director to hold office until the next annual meeting: François Tardan
|
||
|
For
|
1.6 Election of Director to hold office until the next annual meeting: Laurie Conner
|
||
|
For
|
1.7 Election of Director to hold office until the next annual meeting: Denise Dickins
|
||
|
For
|
1.8 Election of Director to hold office until the next annual meeting: Brian C. Freckmann
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To conduct a non-binding advisory vote to approve the compensation paid to the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve the NV5 Global, Inc. 2023 Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OMNICELL, INC.
|
5/23/23
|
OMCL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class I director to serve until the 2026 Annual Meeting: Joanne B. Bauer
|
||
|
For
|
1.2 Election of Class I director to serve until the 2026 Annual Meeting: Robin G. Seim
|
||
|
For
|
1.3 Election of Class I director to serve until the 2026 Annual Meeting: Sara J. White
|
||
|
For
|
For
|
2. Say on Pay - An advisory vote to approve named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Frequency of Say on Pay - An advisory vote on the frequency of future advisory votes to approve named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Proposal to approve Omnicell’s 1997 Employee Stock Purchase Plan, as amended, to add an additional 3,000,000 shares to the number of shares of common stock authorized for issuance under the
plan.
|
Issuer
|
|
For
|
For
|
5. Proposal to approve Omnicell’s 2009 Equity Incentive Plan, as amended, to, among other items, add an additional 1,600,000 shares to the number of shares of common stock authorized for issuance
under such plan.
|
Issuer
|
|
For
|
For
|
6. Proposal to ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ONESPAWORLD HOLDINGS LIMITED
|
6/7/23
|
OSW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class A Director: Andrew R. Heyer
|
||
|
For
|
1b. Election of Class A Director: Leonard Fluxman
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OPEN LENDING CORPORATION
|
5/24/23
|
LPRO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class III Director for a three-year term: John J. Flynn
|
||
|
For
|
1.2 Election of Class III Director for a three-year term: Keith A. Jezek
|
||
|
For
|
1.3 Election of Class III Director for a three-year term: Jessica Snyder
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To hold a nonbinding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ORTHOPEDIATRICS CORP.
|
6/14/23
|
KIDS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to serve until the 2026 annual meeting: George S. M. Dyer
|
||
|
For
|
1.2 Election of Director to serve until the 2026 annual meeting: David R. Pelizzon
|
||
|
For
|
1.3 Election of Director to serve until the 2026 annual meeting: Harald Ruf
|
||
|
For
|
1.4 Election of Director to serve until the 2026 annual meeting: Terry D. Schlotterback
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
3 Years
|
3. To advise on the frequency of the advisory vote on executive compensation.
|
Security Holder
|
|
For
|
For
|
4. To approve, on an advisory basis, the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OVERSTOCK.COM, INC.
|
5/18/23
|
OSTK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class III Director to serve for a term of three years: Allison H. Abraham
|
||
|
For
|
1.2 Election of Class III Director to serve for a term of three years: William B. Nettles, Jr.
|
||
|
For
|
For
|
2. The ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. A non-binding advisory vote to approve the compensation paid by the Company to its Named Executive Officers (the “Say on Pay Vote”).
|
Issuer
|
|
1 Year
|
1 Year
|
4. A non-binding advisory vote on the frequency (every one, two or three years) of future Say on Pay Votes (the “Say on Frequency Vote”).
|
Issuer
|
|
For
|
For
|
5. The approval of an amendment to our Amended and Restated 2005 Equity Incentive Plan to increase the number of shares of common stock reserved for issuance by 2,755,000 shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PARAGON 28, INC
|
5/17/23
|
FNA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
QUENTIN BLACKFORD
|
||
|
For
|
ALF GRUNWALD
|
||
|
For
|
STEPHEN OESTERLE, M.D.
|
||
|
For
|
For
|
2. Approve an Amendment to the Paragon 28, Inc. Amended and Restated Certificate of Incorporation to Declassify the Board of Directors commencing with the 2028 annual meeting of stockholders.
|
Issuer
|
|
For
|
For
|
3. Approve an Amendment to the Paragon 28, Inc. Amended and Restated Certificate of Incorporation to remove Super majority Voting Requirements from and after the 2028 annual meeting of
stockholders.
|
Issuer
|
|
For
|
For
|
4. Ratify the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PATRICK INDUSTRIES, INC.
|
5/25/23
|
PATK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOSEPH M. CERULLI
|
||
|
For
|
TODD M. CLEVELAND
|
||
|
For
|
JOHN A. FORBES
|
||
|
For
|
MICHAEL A. KITSON
|
||
|
For
|
PAMELA R. KLYN
|
||
|
For
|
DERRICK B. MAYES
|
||
|
For
|
ANDY L. NEMETH
|
||
|
For
|
DENIS G. SUGGS
|
||
|
For
|
M. SCOTT WELCH
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, in an advisory and non-binding vote, the compensation of the Company’s named executive officers for fiscal year 2022.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PLAYA HOTELS & RESORTS N V
|
5/11/23
|
PLYA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Appointment of Director: Bruce D. Wardinski
|
||
|
For
|
1b. Appointment of Director: Jeanmarie Cooney
|
||
|
For
|
1c. Appointment of Director: Hal Stanley Jones
|
||
|
For
|
1d. Appointment of Director: Mahmood Khimji
|
||
|
For
|
1e. Appointment of Director: Elizabeth Lieberman
|
||
|
For
|
1f. Appointment of Director: Maria Miller
|
||
|
For
|
1g. Appointment of Director: Leticia Navarro
|
||
|
For
|
1h. Appointment of Director: Karl Peterson
|
||
|
For
|
For
|
2. Adoption of the Company’s Dutch Statutory Annual Accounts for the fiscal year ended December 31, 2022
|
Issuer
|
|
For
|
For
|
3. Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
For
|
For
|
4. Instruction to Deloitte Accountants B.V. for the audit of the Company’s Dutch Statutory Annual Accounts for the fiscal year ending December 31, 2023
|
Issuer
|
|
For
|
For
|
5. A non-binding, advisory vote to approve the compensation of the Company’s named executive officers (“Say-on-Pay”)
|
Issuer
|
|
For
|
For
|
6. Discharge of the Company’s directors from liability with respect to the performance of their duties during the fiscal year ended December 31, 2022
|
Issuer
|
|
For
|
For
|
7. Authorization of the Board to acquire shares (and depository receipts for shares) in the capital of the Company
|
Issuer
|
|
For
|
For
|
8. Delegation to the Board of the authority to issue shares and grant rights to subscribe for shares in the capital of the Company and to limit or exclude pre-emptive rights for 10% of the
Company’s issued share capital
|
Issuer
|
|
For
|
For
|
9. Amendments to the Company’s 2017 Omnibus Incentive Plan and compensation policy
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SHUTTERSTOCK, INC.
|
6/8/23
|
SSTK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DEIRDRE BIGLEY
|
||
|
For
|
ALFONSE UPSHAW
|
||
|
For
|
For
|
2. To cast a non-binding advisory vote to approve named executive officer compensation (“say-on-pay”).
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SLEEP NUMBER CORPORATION
|
5/11/23
|
SNBR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PHILLIP M. EYLER
|
||
|
For
|
JULIE M. HOWARD
|
||
|
For
|
ANGEL L. MENDEZ
|
||
|
For
|
For
|
2. Advisory Vote on Executive Compensation (Say-on-Pay)
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on Frequency of Future Advisory Votes on Executive Compensation (Say-on-Pay)
|
Issuer
|
|
For
|
For
|
4. Ratification of Selection of Deloitte & Touche LLP as Independent Registered Public Accounting Firm
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SOCIETAL CDMO, INC.
|
5/17/23
|
SCTL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
WILLIAM L. ASHTON
|
||
|
For
|
LAURA L. PARKS, PH.D.
|
||
|
For
|
For
|
2. Adopt and approve an amendment to our Second Amended and Restated Articles of Incorporation, as amended, to increase the number of authorized shares of common stock from 95 million to 185
million.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STAAR SURGICAL COMPANY
|
6/15/23
|
STAA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
STEPHEN C. FARRELL
|
||
|
For
|
THOMAS G. FRINZI
|
||
|
For
|
GILBERT H. KLIMAN, MD
|
||
|
For
|
AIMEE S. WEISNER
|
||
|
For
|
ELIZABETH YEU, MD
|
||
|
For
|
K. PEONY YU, MD
|
||
|
For
|
For
|
2. Approval of the Amended and Restated Omnibus Equity Incentive Plan to increase the number of shares reserved for issuance under the plan, among other changes.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of BDO USA, LLP as our independent registered public accounting firm for the year ending December 29, 2023.
|
Issuer
|
|
For
|
For
|
4. Non-binding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory vote on the frequency of future advisory votes to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SUNOPTA INC.
|
5/25/23
|
STKL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dr. Albert Bolles
|
||
|
For
|
1b. Election of Director: Rebecca Fisher
|
||
|
For
|
1c. Election of Director: Joseph D. Ennen
|
||
|
For
|
1d. Election of Director: Dean Hollis
|
||
|
For
|
1e. Election of Director: Katrina Houde
|
||
|
For
|
1f. Election of Director: Leslie Starr Keating
|
||
|
For
|
1g. Election of Director: Diego Reynoso
|
||
|
For
|
1h. Election of Director: Mahes S. Wickramasinghe
|
||
|
For
|
For
|
2. Appointment of Ernst & Young LLP
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Named Executive Officer Compensation
|
Issuer
|
|
For
|
For
|
4. Vote to Approve Amended 2013 Stock Incentive Plan
|
Issuer
|
|
For
|
For
|
5. Amendment of Bylaw No. 14
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TERADATA CORPORATION
|
5/9/23
|
TDC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Daniel R. Fishback
|
||
|
For
|
1b. Election of Class I Director: Stephen McMillan
|
||
|
For
|
1c. Election of Class I Director: Kimberly K. Nelson
|
||
|
For
|
1d. Election of Class III Director: Todd E. McElhatton
|
||
|
For
|
For
|
2. An advisory (non-binding) vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. An advisory (non-binding) vote to approve the frequency of say- on-pay vote.
|
Issuer
|
|
For
|
For
|
4. Approval of the Teradata 2023 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
5. Approval of the Teradata Employee Stock Purchase Plan as Amended and Restated.
|
Issuer
|
|
For
|
For
|
6. Approval of the ratification of the appointment of the independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE LOVESAC COMPANY
|
6/1/23
|
LOVE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOHN GRAFER
|
||
|
For
|
ANDREW HEYER
|
||
|
For
|
JACK KRAUSE
|
||
|
For
|
SHARON LEITE
|
||
|
For
|
WALTER MCLALLEN
|
||
|
For
|
VINEET MEHRA
|
||
|
For
|
SHAWN NELSON
|
||
|
For
|
SHIRLEY ROMIG
|
||
|
For
|
For
|
2. To provide advisory approval of the Company’s fiscal 2023 compensation for its named executive officers.
|
Issuer
|
|
For
|
For
|
3. To approve the Amendment of the Second Amended and Restated 2017 Equity Incentive Plan that increases the number of shares for issuance thereunder by 225,000 shares.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending February 4, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRANSCAT, INC.
|
9/7/22
|
TRNS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
CHARLES P. HADEED
|
||
|
For
|
CYNTHIA LANGSTON
|
||
|
For
|
PAUL D. MOORE
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the selection of Freed Maxick CPAs, P.C. as our independent registered public accounting firm for the fiscal year ending March 25, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNIVAR SOLUTIONS INC.
|
5/4/23
|
UNVR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a term of one year: Joan A. Braca
|
||
|
For
|
1b. Election of Director to serve for a term of one year: Mark J. Byrne
|
||
|
For
|
1c. Election of Director to serve for a term of one year: Daniel P. Doheny
|
||
|
For
|
1d. Election of Director to serve for a term of one year: Rhonda Germany
|
||
|
For
|
1e. Election of Director to serve for a term of one year: David C. Jukes
|
||
|
For
|
1f. Election of Director to serve for a term of one year: Varun Laroyia
|
||
|
For
|
1g. Election of Director to serve for a term of one year: Stephen D. Newlin
|
||
|
For
|
1h. Election of Director to serve for a term of one year: Christopher D. Pappas
|
||
|
For
|
1i. Election of Director to serve for a term of one year: Kerry J. Preete
|
||
|
For
|
1j. Election of Director to serve for a term of one year: Robert L. Wood
|
||
|
For
|
For
|
2. Non-binding advisory vote to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNIVAR SOLUTIONS INC.
|
6/6/23
|
UNVR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Proposal to adopt the Agreement and Plan of Merger, dated as of March 13, 2023, by and among Univar Solutions Inc., Windsor Parent, L.P. and Windsor Merger Sub, Inc. (the “Merger Agreement”).
|
Issuer
|
|
For
|
For
|
2. Proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Univar Solutions Inc.’s named executive officers that is based on or otherwise
related to the Merger Agreement and the transactions contemplated by the Merger Agreement.
|
Issuer
|
|
For
|
For
|
3. Proposal to adjourn the special meeting of stockholders of Univar Solutions Inc. (the “Special Meeting”) to a later date or dates if necessary or appropriate to solicit additional proxies if
there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VARONIS SYSTEMS, INC.
|
6/5/23
|
VRNS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
YAKOV FAITELSON
|
||
|
For
|
THOMAS MENDOZA
|
||
|
For
|
AVROHOM J. KESS
|
||
|
For
|
OHAD KORKUS
|
||
|
For
|
For
|
2. To approve, on a non-binding, advisory basis, the executive compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global Limited, as the independent registered public accounting firm of the Company for 2023.
|
Issuer
|
|
For
|
For
|
4. To approve the Varonis Systems, Inc. 2023 Omnibus Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERRA MOBILITY CORPORATION
|
5/23/23
|
VRRM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PATRICK BYRNE
|
||
|
For
|
DAVID ROBERTS
|
||
|
For
|
JOHN REXFORD
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Approve the amendment and restatement of the Company’s 2018 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. Ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERRICA PHARMACEUTICALS INC.
|
6/8/23
|
VRCA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PAUL B. MANNING
|
||
|
For
|
LAWRENCE EICHENFIELD
|
||
|
For
|
CRAIG BALLARON
|
||
|
For
|
For
|
2. To ratify the selection by the Audit Committee of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WILLDAN GROUP, INC.
|
6/8/23
|
WLDN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to serve a one-year term: Thomas D. Brisbin
|
||
|
For
|
1.2 Election of Director to serve a one-year term: Steven A. Cohen
|
||
|
For
|
1.3 Election of Director to serve a one-year term: Cynthia A. Downes
|
||
|
For
|
1.4 Election of Director to serve a one-year term: Dennis V. McGinn
|
||
|
For
|
1.5 Election of Director to serve a one-year term: Wanda K. Reder
|
||
|
For
|
1.6 Election of Director to serve a one-year term: Keith W. Renken
|
||
|
For
|
1.7 Election of Director to serve a one-year term: Mohammad Shahidehpour
|
||
|
For
|
For
|
2. Ratification of the appointment of Crowe LLP as the independent registered public accounting firm for the year ending December 29, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on a non-binding advisory basis, of our named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of an amendment to the Company’s 2008 Performance Incentive Plan (the “2008 Plan”), including an increase in the number of shares available for grant under the 2008 Plan.
|
Issuer
|
|
For
|
For
|
5. Approval of an amendment to the Company’s 2006 Employee Stock Purchase Plan (the “ESPP”), including an increase in the number of shares available for issuance under the ESPP.
|
Issuer
|
|
Name Of Fund:
|
Buffalo Flexible Income Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABB LTD
|
9/7/22
|
ABB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Approval of the Spin-off of Accelleron Industries Ltd by Way of a Special Dividend
|
Issuer
|
|
For
|
For
|
2. In case of additional or alternative proposals to the published agenda items during the Extraordinary General Shareholders Meeting or of new agenda items, I authorize the independent proxy to
act
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABB LTD
|
3/23/23
|
ABB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
For
|
1 Approval of the management report, the consolidated financial statements and the annual financial statements for 2022
|
Issuer
|
|
Against
|
For
|
2 Consultative vote on the 2022 Compensation Report
|
Issuer
|
|
Against
|
For
|
3 Discharge of the Board of Directors and the persons entrusted with management
|
Issuer
|
|
Against
|
For
|
4 Appropriation of earnings
|
Issuer
|
|
Against
|
For
|
5.1 Amendments to the Articles of Incorporation: Shares and Capital Structure
|
Issuer
|
|
Against
|
For
|
5.2 Amendments to the Articles of Incorporation: Restrictions on Registration
|
Issuer
|
|
Against
|
For
|
5.3 Amendments to the Articles of Incorporation: General Meeting of Shareholders
|
Issuer
|
|
Against
|
For
|
5.4 Amendments to the Articles of Incorporation: Virtual General Meeting of Shareholders
|
Issuer
|
|
Against
|
For
|
5.5 Amendments to the Articles of Incorporation: Board of Directors and Compensation
|
Issuer
|
|
Against
|
For
|
6 Capital Band
|
Issuer
|
|
Against
|
For
|
7.1 Binding vote on the maximum aggregate amount of compensation of the Board of Directors for the next term of office, i.e. from the 2023 Annual General Meeting to the 2024 Annual General
Meeting
|
Issuer
|
|
Against
|
For
|
7.2 Binding vote on the maximum aggregate amount of compensation of the Executive Committee for the following financial year, i.e. 2024
|
Issuer
|
|
Against
|
8a Election of Director: Gunnar Brock
|
||
|
Against
|
8b Election of Director: David Constable
|
||
|
Against
|
8c Election of Director: Frederico Fleury Curado
|
||
|
Against
|
8d Election of Director: Lars Förberg
|
||
|
Against
|
8e Election of Director: Denise Johnson
|
||
|
Against
|
8f Election of Director: Jennifer Xin-Zhe Li
|
||
|
Against
|
8g Election of Director: Geraldine Matchett
|
||
|
Against
|
8h Election of Director: David Meline
|
||
|
Against
|
8i Election of Director: Jacob Wallenberg
|
||
|
Against
|
8j Election of Director and Chairman: Peter Voser
|
||
|
Against
|
For
|
9.1 Election to the Compensation Committee: David Constable (as Director)
|
Issuer
|
|
Against
|
For
|
9.2 Election to the Compensation Committee: Frederico Fleury Curado (as Director)
|
Issuer
|
|
Against
|
For
|
9.3 Election to the Compensation Committee: Jennifer Xin-Zhe Li (as Director)
|
Issuer
|
|
Against
|
For
|
10 Election of the independent proxy, Zehnder Bolliger & Partner
|
Issuer
|
|
Against
|
For
|
11 Election of the auditors, KPMG AG
|
Issuer
|
|
Against
|
None
|
12 In case of additional or alternative proposals to the published agenda items or new agenda items during the Annual General Meeting, I instruct the independent proxy to act.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABBOTT LABORATORIES
|
4/28/23
|
ABT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: R. J. Alpern
|
||
|
For
|
1b. Election of Director: C. Babineaux-Fontenot
|
||
|
For
|
1c. Election of Director: S. E. Blount
|
||
|
For
|
1d. Election of Director: R. B. Ford
|
||
|
For
|
1e. Election of Director: P. Gonzalez
|
||
|
For
|
1f. Election of Director: M. A. Kumbier
|
||
|
For
|
1g. Election of Director: D. W. McDew
|
||
|
For
|
1h. Election of Director: N. McKinstry
|
||
|
For
|
1i. Election of Director: M. G. O’Grady
|
||
|
For
|
1j. Election of Director: M. F. Roman
|
||
|
For
|
1k. Election of Director: D. J. Starks
|
||
|
For
|
1l. Election of Director: J. G. Stratton
|
||
|
For
|
For
|
2. Ratification of Ernst & Young LLP As Auditors
|
Issuer
|
|
Against
|
For
|
3. Say on Pay - An Advisory Vote on the Approval of Executive Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Say When on Pay - An Advisory Vote on the Approval of the Frequency of Shareholder Votes on Executive Compensation
|
Issuer
|
|
For
|
Against
|
5. Shareholder Proposal - Special Shareholder Meeting Threshold
|
Security Holder
|
|
For
|
Against
|
6. Shareholder Proposal - Independent Board Chairman
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Lobbying Disclosure
|
Security Holder
|
|
For
|
Against
|
8. Shareholder Proposal - Incentive Compensation
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APA CORPORATION
|
5/23/23
|
APA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1. Election of Director: Annell R. Bay
|
||
|
For
|
2. Election of Director: John J. Christmann IV
|
||
|
For
|
3. Election of Director: Juliet S. Ellis
|
||
|
For
|
4. Election of Director: Charles W. Hooper
|
||
|
For
|
5. Election of Director: Chansoo Joung
|
||
|
For
|
6. Election of Director: H. Lamar McKay
|
||
|
For
|
7. Election of Director: Amy H. Nelson
|
||
|
For
|
8. Election of Director: Daniel W. Rabun
|
||
|
For
|
9. Election of Director: Peter A. Ragauss
|
||
|
For
|
10. Election of Director: David L. Stover
|
||
|
For
|
For
|
11. Ratification of Ernst & Young LLP as APA’s Independent Auditors
|
Issuer
|
|
For
|
For
|
12. Advisory Vote to Approve Compensation of APA’s Named Executive Officers
|
Issuer
|
|
1 Year
|
1 Year
|
13. Advisory Vote on the Frequency of the Advisory Vote to Approve Compensation of APA’s Named Executive Officers
|
Issuer
|
|
For
|
For
|
14. Approval of an amendment to APA’s Amended and Restated Certificate of Incorporation to provide for the exculpation of officers
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ARTHUR J. GALLAGHER & CO.
|
5/9/23
|
AJG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sherry S. Barrat
|
||
|
For
|
1b. Election of Director: William L. Bax
|
||
|
For
|
1c. Election of Director: Teresa H. Clarke
|
||
|
For
|
1d. Election of Director: D. John Coldman
|
||
|
For
|
1e. Election of Director: J. Patrick Gallagher, Jr.
|
||
|
For
|
1f. Election of Director: David S. Johnson
|
||
|
For
|
1g. Election of Director: Christopher C. Miskel
|
||
|
For
|
1h. Election of Director: Ralph J. Nicoletti
|
||
|
For
|
1i. Election of Director: Norman L. Rosenthal
|
||
|
Against
|
For
|
2. Ratification of the Appointment of Ernst & Young LLP as our Independent Auditor for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. Approval, on an Advisory Basis, of the Compensation of our Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Vote, on an Advisory Basis, on the Frequency of Future Votes to Approve the Compensation of Named Executive Officers.
|
Issuer
|
|
For
|
For
|
5. Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation to Limit the Liability of Certain Officers as Permitted by Law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AT&T INC.
|
5/18/23
|
T
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Scott T. Ford
|
||
|
For
|
1b. Election of Director: Glenn H. Hutchins
|
||
|
For
|
1c. Election of Director: William E. Kennard
|
||
|
For
|
1d. Election of Director: Stephen J. Luczo
|
||
|
For
|
1e. Election of Director: Michael B. McCallister
|
||
|
For
|
1f. Election of Director: Beth E. Mooney
|
||
|
For
|
1g. Election of Director: Matthew K. Rose
|
||
|
For
|
1h. Election of Director: John T. Stankey
|
||
|
For
|
1i. Election of Director: Cynthia B. Taylor
|
||
|
For
|
1j. Election of Director: Luis A. Ubiñas
|
||
|
Against
|
For
|
2. Ratification of the appointment of independent auditors.
|
Issuer
|
|
Against
|
For
|
3. Advisory approval of executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory approval of frequency of vote on executive compensation.
|
Issuer
|
|
For
|
Against
|
5. Independent board chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Racial equity audit.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
B&G FOODS, INC.
|
5/17/23
|
BGS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1a. Election of Director: DeAnn L. Brunts
|
||
|
Against
|
1b. Election of Director: Debra Martin Chase
|
||
|
Against
|
1c. Election of Director: Kenneth C. Keller
|
||
|
Against
|
1d. Election of Director: Charles F. Marcy
|
||
|
Against
|
1e. Election of Director: Robert D. Mills
|
||
|
Against
|
1f. Election of Director: Dennis M. Mullen
|
||
|
Against
|
1g. Election of Director: Cheryl M. Palmer
|
||
|
Against
|
1h. Election of Director: Alfred Poe
|
||
|
Against
|
1i. Election of Director: Stephen C. Sherrill
|
||
|
Against
|
1j. Election of Director: David L. Wenner
|
||
|
Against
|
For
|
2. Approval, by non-binding advisory vote, of executive compensation (Proposal No.2).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Recommendation, by non-binding advisory vote, for the frequency of executive compensation votes (Proposal No. 3).
|
Issuer
|
|
For
|
For
|
4. Ratification of appointment of KPMG LLP as independent registered public accounting firm (Proposal No. 4).
|
Issuer
|
|
Against
|
For
|
5. Approval of amendment to Omnibus Incentive Compensation Plan (Proposal No. 5).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BAXTER INTERNATIONAL INC.
|
5/2/23
|
BAX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1a. Election of Director: José (Joe) Almeida
|
||
|
Against
|
1b. Election of Director: Michael F. Mahoney
|
||
|
Against
|
1c. Election of Director: Patricia B. Morrison
|
||
|
Against
|
1d. Election of Director: Stephen N. Oesterle
|
||
|
Against
|
1e. Election of Director: Nancy M. Schlichting
|
||
|
Against
|
1f. Election of Director: Brent Shafer
|
||
|
Against
|
1g. Election of Director: Cathy R. Smith
|
||
|
Against
|
1h. Election of Director: Amy A. Wendell
|
||
|
Against
|
1i. Election of Director: David S. Wilkes
|
||
|
Against
|
1j. Election of Director: Peter M. Wilver
|
||
|
Against
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of Executive Compensation Advisory Votes.
|
Issuer
|
|
Against
|
For
|
4. Ratification of Appointment of Independent Registered Public Accounting Firm.
|
Issuer
|
|
For
|
Against
|
5. Stockholder Proposal - Shareholder Ratification of Excessive Termination Pay.
|
Security Holder
|
|
For
|
Against
|
6. Stockholder Proposal - Executives to Retain Significant Stock.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BHP GROUP LTD
|
11/10/22
|
BHP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
2. To elect Michelle Hinchliffe as a Director of BHP
|
||
|
For
|
3. To elect Catherine Tanna as a Director of BHP
|
||
|
For
|
4. To re-elect Terry Bowen as a Director of BHP
|
||
|
For
|
5. To re-elect Xiaoqun Clever as a Director of BHP
|
||
|
For
|
6. To re-elect Ian Cockerill as a Director of BHP
|
||
|
For
|
7. To re-elect Gary Goldberg as a Director of BHP
|
||
|
For
|
8. To re-elect Ken MacKenzie as a Director of BHP
|
||
|
For
|
9. To re-elect Christine O’Reilly as a Director of BHP
|
||
|
For
|
10. To re-elect Dion Weisler as a Director of BHP
|
||
|
Against
|
For
|
11. Adoption of the Remuneration Report
|
Issuer
|
|
Against
|
For
|
12. Approval of equity grants to the Chief Executive Officer
|
Issuer
|
|
Against
|
Against
|
13. Amendment to the constitution
|
Security Holder
|
|
Against
|
Against
|
14. Policy advocacy
|
Security Holder
|
|
Against
|
Against
|
15. Climate accounting and audit
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BRISTOL-MYERS SQUIBB COMPANY
|
5/2/23
|
BMY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Peter J. Arduini
|
||
|
For
|
1B. Election of Director: Deepak L. Bhatt, M.D., M.P.H.
|
||
|
For
|
1C. Election of Director: Giovanni Caforio, M.D.
|
||
|
For
|
1D. Election of Director: Julia A. Haller, M.D.
|
||
|
For
|
1E. Election of Director: Manuel Hidalgo Medina, M.D., Ph.D.
|
||
|
For
|
1F. Election of Director: Paula A. Price
|
||
|
For
|
1G. Election of Director: Derica W. Rice
|
||
|
For
|
1H. Election of Director: Theodore R. Samuels
|
||
|
For
|
1I. Election of Director: Gerald L. Storch
|
||
|
For
|
1J. Election of Director: Karen H. Vousden, Ph.D.
|
||
|
For
|
1K. Election of Director: Phyllis R. Yale
|
||
|
Against
|
For
|
2. Advisory Vote to Approve the Compensation of our Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of the Advisory Vote on the Compensation of our Named Executive Officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the Appointment of an Independent Registered Public Accounting Firm.
|
Issuer
|
|
For
|
Against
|
5. Shareholder Proposal on the Adoption of a Board Policy that the Chairperson of the Board be an Independent Director.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal on Workplace Non-Discrimination Audit.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal on Special Shareholder Meeting Improvement.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHEVRON CORPORATION
|
5/31/23
|
CVX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Wanda M. Austin
|
||
|
For
|
1b. Election of Director: John B. Frank
|
||
|
For
|
1c. Election of Director: Alice P. Gast
|
||
|
For
|
1d. Election of Director: Enrique Hernandez, Jr.
|
||
|
For
|
1e. Election of Director: Marillyn A. Hewson
|
||
|
For
|
1f. Election of Director: Jon M. Huntsman Jr.
|
||
|
For
|
1g. Election of Director: Charles W. Moorman
|
||
|
For
|
1h. Election of Director: Dambisa F. Moyo
|
||
|
For
|
1i. Election of Director: Debra Reed-Klages
|
||
|
For
|
1j. Election of Director: D. James Umpleby III
|
||
|
For
|
1k. Election of Director: Cynthia J. Warner
|
||
|
For
|
1l. Election of Director: Michael K. Wirth
|
||
|
For
|
For
|
2. Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Named Executive Officer Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Future Advisory Votes on Named Executive Officer Compensation
|
Issuer
|
|
Against
|
Against
|
5. Rescind the 2021 “Reduce Scope 3 Emissions” Stockholder Proposal
|
Security Holder
|
|
Against
|
Against
|
6. Set a Medium-Term Scope 3 GHG Emissions Reduction Target
|
Security Holder
|
|
Against
|
Against
|
7. Recalculate Emissions Baseline to Exclude Emissions from Material Divestitures
|
Security Holder
|
|
Against
|
Against
|
8. Establish Board Committee on Decarbonization Risk
|
Security Holder
|
|
Against
|
Against
|
9. Report on Worker and Community Impact from Facility Closures and Energy Transitions
|
Security Holder
|
|
Against
|
Against
|
10. Report on Racial Equity Audit
|
Security Holder
|
|
Against
|
Against
|
11. Report on Tax Practices
|
Security Holder
|
|
Against
|
Against
|
12. Independent Chair
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CISCO SYSTEMS, INC.
|
12/8/22
|
CSCO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: M. Michele Burns
|
||
|
For
|
1b. Election of Director: Wesley G. Bush
|
||
|
For
|
1c. Election of Director: Michael D. Capellas
|
||
|
For
|
1d. Election of Director: Mark Garrett
|
||
|
For
|
1e. Election of Director: John D. Harris II
|
||
|
For
|
1f. Election of Director: Dr. Kristina M. Johnson
|
||
|
For
|
1g. Election of Director: Roderick C. Mcgeary
|
||
|
For
|
1h. Election of Director: Sarah Rae Murphy
|
||
|
For
|
1i. Election of Director: Charles H. Robbins
|
||
|
For
|
1j. Election of Director: Brenton L. Saunders
|
||
|
For
|
1k. Election of Director: Dr. Lisa T. Su
|
||
|
For
|
1l. Election of Director: Marianna Tessel
|
||
|
Against
|
For
|
2. Approval, on an advisory basis, of executive compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of PricewaterhouseCoopers LLP as Cisco’s independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
Against
|
Against
|
4. Stockholder Proposal - Approval to have Cisco’s Board issue a tax transparency report in consideration of the Global Reporting Initiative’s Tax Standard.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CITIZENS FINANCIAL GROUP, INC.
|
4/27/23
|
CFG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Bruce Van Saun
|
||
|
For
|
1b. Election of Director: Lee Alexander
|
||
|
For
|
1c. Election of Director: Christine M. Cumming
|
||
|
For
|
1d. Election of Director: Kevin Cummings
|
||
|
For
|
1e. Election of Director: William P. Hankowsky
|
||
|
For
|
1f. Election of Director: Edward J. Kelly III
|
||
|
For
|
1g. Election of Director: Robert G. Leary
|
||
|
For
|
1h. Election of Director: Terrance J. Lillis
|
||
|
For
|
1i. Election of Director: Michele N. Siekerka
|
||
|
For
|
1j. Election of Director: Shivan Subramaniam
|
||
|
For
|
1k. Election of Director: Christopher J. Swift
|
||
|
For
|
1l. Election of Director: Wendy A. Watson
|
||
|
For
|
1m. Election of Director: Marita Zuraitis
|
||
|
Against
|
For
|
2. Advisory vote on executive compensation.
|
Issuer
|
|
Against
|
For
|
3. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CLEVELAND-CLIFFS INC.
|
5/17/23
|
CLF
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
L. GONCALVES
|
||
|
For
|
D.C. TAYLOR
|
||
|
For
|
J.T. BALDWIN
|
||
|
For
|
R.P. FISHER, JR.
|
||
|
For
|
W.K. GERBER
|
||
|
For
|
S.M. GREEN
|
||
|
For
|
R.S. MICHAEL, III
|
||
|
For
|
J.L. MILLER
|
||
|
For
|
G. STOLIAR
|
||
|
For
|
A.M. YOCUM
|
||
|
Against
|
For
|
2. Approval, on an advisory basis, of Cleveland-Cliffs Inc.’s named executive officers’ compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of shareholder votes on our named executive officers’ compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Cleveland-Cliffs Inc. to serve for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COLGATE-PALMOLIVE COMPANY
|
5/12/23
|
CL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: John P. Bilbrey
|
||
|
For
|
1b. Election of Director: John T. Cahill
|
||
|
For
|
1c. Election of Director: Steve Cahillane
|
||
|
For
|
1d. Election of Director: Lisa M. Edwards
|
||
|
For
|
1e. Election of Director: C. Martin Harris
|
||
|
For
|
1f. Election of Director: Martina Hund-Mejean
|
||
|
For
|
1g. Election of Director: Kimberly A. Nelson
|
||
|
For
|
1h. Election of Director: Lorrie M. Norrington
|
||
|
For
|
1i. Election of Director: Michael B. Polk
|
||
|
For
|
1j. Election of Director: Stephen I. Sadove
|
||
|
For
|
1k. Election of Director: Noel R. Wallace
|
||
|
For
|
For
|
2. Ratify selection of PricewaterhouseCoopers LLP as Colgate’s independent registered public accounting firm.
|
Issuer
|
|
Against
|
For
|
3. Advisory vote on executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
Against
|
5. Stockholder proposal on independent Board Chairman.
|
Security Holder
|
|
For
|
Against
|
6. Stockholder proposal on executives to retain significant stock.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CONAGRA BRANDS, INC.
|
9/21/22
|
CAG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Anil Arora
|
||
|
For
|
1b. Election of Director: Thomas K. Brown
|
||
|
For
|
1c. Election of Director: Emanuel Chirico
|
||
|
For
|
1d. Election of Director: Sean M. Connolly
|
||
|
For
|
1e. Election of Director: George Dowdie
|
||
|
For
|
1f. Election of Director: Fran Horowitz
|
||
|
For
|
1g. Election of Director: Richard H. Lenny
|
||
|
For
|
1h. Election of Director: Melissa Lora
|
||
|
For
|
1i. Election of Director: Ruth Ann Marshall
|
||
|
For
|
1j. Election of Director: Denise A. Paulonis
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as our independent auditor for fiscal 2023
|
Issuer
|
|
For
|
For
|
3. Advisory approval of our named executive officer compensation
|
Issuer
|
|
For
|
For
|
4. A Board resolution to amend the Certificate of Incorporation to allow shareholders to act by written consent
|
Issuer
|
|
Against
|
Against
|
5. A shareholder proposal regarding the office of the Chair and the office of the Chief Executive Officer
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CONOCOPHILLIPS
|
5/16/23
|
COP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dennis V. Arriola
|
||
|
For
|
1b. Election of Director: Jody Freeman
|
||
|
Against
|
1c. Election of Director: Gay Huey Evans
|
||
|
For
|
1d. Election of Director: Jeffrey A. Joerres
|
||
|
Against
|
1e. Election of Director: Ryan M. Lance
|
||
|
For
|
1f. Election of Director: Timothy A. Leach
|
||
|
For
|
1g. Election of Director: William H. McRaven
|
||
|
For
|
1h. Election of Director: Sharmila Mulligan
|
||
|
For
|
1i. Election of Director: Eric D. Mullins
|
||
|
For
|
1j. Election of Director: Arjun N. Murti
|
||
|
For
|
1k. Election of Director: Robert A. Niblock
|
||
|
For
|
1l. Election of Director: David T. Seaton
|
||
|
Against
|
1m. Election of Director: R.A. Walker
|
||
|
For
|
For
|
2. Proposal to ratify appointment of Ernst & Young LLP as ConocoPhillips’ independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
For
|
3. Advisory Approval of Executive Compensation.
|
Issuer
|
|
1 Year
|
None
|
4. Advisory Vote on Frequency of Advisory Vote on Executive Compensation.
|
Issuer
|
|
For
|
For
|
5. Adoption of Amended and Restated Certificate of Incorporation on Right to Call Special Meeting.
|
Issuer
|
|
For
|
For
|
6. Approval of 2023 Omnibus Stock and Performance Incentive Plan of ConocoPhillips.
|
Issuer
|
|
For
|
Against
|
7. Independent Board Chairman.
|
Security Holder
|
|
For
|
Against
|
8. Share Retention Until Retirement.
|
Security Holder
|
|
Against
|
Against
|
9. Report on Tax Payments.
|
Security Holder
|
|
Against
|
Against
|
10. Report on Lobbying Activities.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COSTCO WHOLESALE CORPORATION
|
1/19/23
|
COST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Susan L. Decker
|
||
|
For
|
1b. Election of Director: Kenneth D. Denman
|
||
|
For
|
1c. Election of Director: Richard A. Galanti
|
||
|
For
|
1d. Election of Director: Hamilton E. James
|
||
|
For
|
1e. Election of Director: W. Craig Jelinek
|
||
|
For
|
1f. Election of Director: Sally Jewell
|
||
|
For
|
1g. Election of Director: Charles T. Munger
|
||
|
For
|
1h. Election of Director: Jeffrey S. Raikes
|
||
|
For
|
1i. Election of Director: John W. Stanton
|
||
|
For
|
1j. Election of Director: Ron M. Vachris
|
||
|
For
|
1k. Election of Director: Maggie Wilderotter
|
||
|
For
|
For
|
2. Ratification of selection of independent auditors.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approval, on an advisory basis, of frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal regarding report on risks of state policies restricting reproductive rights.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DIGITAL REALTY TRUST, INC.
|
6/8/23
|
DLR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Alexis Black Bjorlin
|
||
|
For
|
1b. Election of Director: VeraLinn Jamieson
|
||
|
For
|
1c. Election of Director: Kevin J. Kennedy
|
||
|
For
|
1d. Election of Director: William G. LaPerch
|
||
|
For
|
1e. Election of Director: Jean F.H.P. Mandeville
|
||
|
For
|
1f. Election of Director: Afshin Mohebbi
|
||
|
For
|
1g. Election of Director: Mark R. Patterson
|
||
|
For
|
1h. Election of Director: Mary Hogan Preusse
|
||
|
For
|
1i. Election of Director: Andrew P. Power
|
||
|
For
|
For
|
2. To ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as more fully described in the accompanying Proxy Statement (Say-on-Pay).
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on a non-binding, advisory basis, the frequency of holding future advisory votes on the compensation of our named executive officers (every one, two or three years).
|
Issuer
|
|
Against
|
Against
|
5. A stockholder proposal regarding reporting on concealment clauses.
|
Security Holder
|
|
Against
|
Against
|
6. A stockholder proposal regarding inclusion in the workplace.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DOW INC.
|
4/13/23
|
DOW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Samuel R. Allen
|
||
|
For
|
1b. Election of Director: Gaurdie E. Banister Jr.
|
||
|
For
|
1c. Election of Director: Wesley G. Bush
|
||
|
For
|
1d. Election of Director: Richard K. Davis
|
||
|
For
|
1e. Election of Director: Jerri DeVard
|
||
|
For
|
1f. Election of Director: Debra L. Dial
|
||
|
For
|
1g. Election of Director: Jeff M. Fettig
|
||
|
For
|
1h. Election of Director: Jim Fitterling
|
||
|
For
|
1i. Election of Director: Jacqueline C. Hinman
|
||
|
For
|
1j. Election of Director: Luis Alberto Moreno
|
||
|
For
|
1k. Election of Director: Jill S. Wyant
|
||
|
For
|
1l. Election of Director: Daniel W. Yohannes
|
||
|
Against
|
For
|
2. Advisory Resolution to Approve Executive Compensation
|
Issuer
|
|
For
|
For
|
3. Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for 2023
|
Issuer
|
|
For
|
Against
|
4. Stockholder Proposal - Independent Board Chairman
|
Security Holder
|
|
Against
|
Against
|
5. Stockholder Proposal - Single-Use Plastics Report
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELI LILLY AND COMPANY
|
5/1/23
|
LLY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve a three-year term: William G. Kaelin, Jr.
|
||
|
For
|
1b. Election of Director to serve a three-year term: David A. Ricks
|
||
|
For
|
1c. Election of Director to serve a three-year term: Marschall S. Runge
|
||
|
For
|
1d. Election of Director to serve a three-year term: Karen Walker
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation paid to the company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of future advisory votes on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as the independent auditor for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of amendments to the company’s Articles of Incorporation to eliminate the classified board structure.
|
Issuer
|
|
For
|
For
|
6. Approval of amendments to the company’s Articles of Incorporation to eliminate supermajority voting provisions.
|
Issuer
|
|
Against
|
Against
|
7. Shareholder proposal to publish an annual report disclosing lobbying activities.
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder proposal to eliminate supermajority voting requirements.
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder proposal to establish and report on a process by which the impact of extended patent exclusivities on product access would be considered in deciding whether to apply for secondary
and tertiary patents.
|
Security Holder
|
|
Against
|
Against
|
10. Shareholder proposal to report on risks of supporting abortion.
|
Security Holder
|
|
Against
|
Against
|
11. Shareholder proposal to disclose lobbying activities and alignment with public policy positions and statements.
|
Security Holder
|
|
Against
|
Against
|
12. Shareholder proposal to report on effectiveness of the company’s diversity, equity, and inclusion efforts.
|
Security Holder
|
|
Against
|
Against
|
13. Shareholder proposal to adopt a policy to require certain third-party organizations to annually report expenditures for political activities before Lilly contributes to an organization.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EXXON MOBIL CORPORATION
|
5/31/23
|
XOM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael J. Angelakis
|
||
|
For
|
1b. Election of Director: Susan K. Avery
|
||
|
For
|
1c. Election of Director: Angela F. Braly
|
||
|
Against
|
1d. Election of Director: Gregory J. Goff
|
||
|
For
|
1e. Election of Director: John D. Harris II
|
||
|
Against
|
1f. Election of Director: Kaisa H. Hietala
|
||
|
For
|
1g. Election of Director: Joseph L. Hooley
|
||
|
For
|
1h. Election of Director: Steven A. Kandarian
|
||
|
Against
|
1i. Election of Director: Alexander A. Karsner
|
||
|
For
|
1j. Election of Director: Lawrence W. Kellner
|
||
|
For
|
1k. Election of Director: Jeffrey W. Ubben
|
||
|
For
|
1l. Election of Director: Darren W. Woods
|
||
|
For
|
For
|
2. Ratification of Independent Auditors
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Executive Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Frequency of Advisory Vote on Executive Compensation
|
Issuer
|
|
Against
|
Against
|
5. Establish a New Board Committee on Decarbonization Risk
|
Security Holder
|
|
For
|
Against
|
6. Reduce Executive Stock Holding Period
|
Security Holder
|
|
Against
|
Against
|
7. Additional Carbon Capture and Storage and Emissions Report
|
Security Holder
|
|
Against
|
Against
|
8. Additional Direct Methane Measurement
|
Security Holder
|
|
Against
|
Against
|
9. Establish a Scope 3 Target and Reduce Hydrocarbon Sales
|
Security Holder
|
|
Against
|
Against
|
10. Additional Report on Worst-case Spill and Response Plans
|
Security Holder
|
|
Against
|
Against
|
11. GHG Reporting on Adjusted Basis
|
Security Holder
|
|
Against
|
Against
|
12. Report on Asset Retirement Obligations Under IEA NZE Scenario
|
Security Holder
|
|
Against
|
Against
|
13. Report on Plastics Under SCS Scenario
|
Security Holder
|
|
Against
|
Against
|
14. Litigation Disclosure Beyond Legal and Accounting Requirements
|
Security Holder
|
|
Against
|
Against
|
15. Tax Reporting Beyond Legal Requirements
|
Security Holder
|
|
Against
|
Against
|
16. Energy Transition Social Impact Report
|
Security Holder
|
|
Against
|
Against
|
17. Report on Commitment Against AMAP Work
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GENERAL MILLS, INC.
|
9/27/22
|
GIS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: R. Kerry Clark
|
||
|
For
|
1b. Election of Director: David M. Cordani
|
||
|
For
|
1c. Election of Director: C. Kim Goodwin
|
||
|
For
|
1d. Election of Director: Jeffrey L. Harmening
|
||
|
For
|
1e. Election of Director: Maria G. Henry
|
||
|
For
|
1f. Election of Director: Jo Ann Jenkins
|
||
|
For
|
1g. Election of Director: Elizabeth C. Lempres
|
||
|
For
|
1h. Election of Director: Diane L. Neal
|
||
|
For
|
1i. Election of Director: Steve Odland
|
||
|
For
|
1j. Election of Director: Maria A. Sastre
|
||
|
For
|
1k. Election of Director: Eric D. Sprunk
|
||
|
For
|
1l. Election of Director: Jorge A. Uribe
|
||
|
For
|
For
|
2. Approval of the 2022 Stock Compensation Plan.
|
Issuer
|
|
Against
|
For
|
3. Advisory Vote on Executive Compensation.
|
Issuer
|
|
For
|
For
|
4. Ratify Appointment of the Independent Registered Public Accounting Firm.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal - Independent Board Chairman.
|
Issuer
|
|
Against
|
Against
|
6. Shareholder Proposal Regarding a Plastic Packaging Report.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GILEAD SCIENCES, INC.
|
5/3/23
|
GILD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Jacqueline K. Barton, Ph.D.
|
||
|
For
|
1b. Election of Director: Jeffrey A. Bluestone, Ph.D.
|
||
|
For
|
1c. Election of Director: Sandra J. Horning, M.D.
|
||
|
For
|
1d. Election of Director: Kelly A. Kramer
|
||
|
For
|
1e. Election of Director: Kevin E. Lofton
|
||
|
For
|
1f. Election of Director: Harish Manwani
|
||
|
For
|
1g. Election of Director: Daniel P. O’Day
|
||
|
For
|
1h. Election of Director: Javier J. Rodriguez
|
||
|
For
|
1i. Election of Director: Anthony Welters
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. To approve, on an advisory basis, the compensation of our Named Executive Officers as presented in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future advisory stockholder votes on executive compensation.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment and restatement of the Gilead Sciences, Inc. Employee Stock Purchase Plan and the Gilead Sciences, Inc. International Employee Stock Purchase Plan.
|
Issuer
|
|
Against
|
Against
|
6. To vote on a stockholder proposal, if properly presented at the meeting, requesting the Board implement a process to nominate at least one more candidate than the number of directors to be
elected.
|
Issuer
|
|
Against
|
Against
|
7. To vote on a stockholder proposal, if properly presented at the meeting, requesting the Board amend the company governing documents to give street name shares and non-street name shares an
equal right to call a special stockholder meeting.
|
Issuer
|
|
Against
|
Against
|
8. To vote on a stockholder proposal, if properly presented at the meeting, requesting a report on a process by which the impact of extended patent exclusivities on product access would be
considered in deciding whether to apply for secondary and tertiary patents.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GSK PLC
|
7/6/22
|
GSK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Demerger Resolution
|
Issuer
|
|
Against
|
For
|
2. Related Party Transactions Resolution
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GSK PLC
|
5/3/23
|
GSK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To receive and adopt the 2022 Annual Report
|
Issuer
|
|
Against
|
For
|
2. To approve the Annual report on remuneration
|
Issuer
|
|
For
|
3. To elect Julie Brown as a Director
|
||
|
Against
|
4. To elect Dr Vishal Sikka as a Director
|
||
|
For
|
5. To elect Elizabeth McKee Anderson as a Director
|
||
|
Against
|
6. To re-elect Sir Jonathan Symonds as a Director
|
||
|
For
|
7. To re-elect Dame Emma Walmsley as a Director
|
||
|
Against
|
8. To re-elect Charles Bancroft as a Director
|
||
|
For
|
9. To re-elect Dr Hal Barron as a Director
|
||
|
Against
|
10. To re-elect Dr Anne Beal as a Director
|
||
|
For
|
11. To re-elect Dr Harry C Dietz as a Director
|
||
|
Against
|
12. To re-elect Dr Jesse Goodman as a Director
|
||
|
For
|
13. To re-elect Urs Rohner as a Director
|
||
|
Against
|
For
|
14. To re-appoint the auditor
|
Issuer
|
|
For
|
For
|
15. To determine remuneration of the auditor
|
Issuer
|
|
Against
|
For
|
16. To approve amendments to the Directors’ Remuneration policy
|
Issuer
|
|
Against
|
For
|
17. To authorise the company and its subsidiaries to make donations to political organisations and incur political expenditure
|
Issuer
|
|
For
|
For
|
18. To authorise allotment of shares
|
Issuer
|
|
Against
|
For
|
19. To disapply pre-emption rights - general power (Special resolution)
|
Issuer
|
|
For
|
For
|
20. To disapply pre-emption rights - in connection with an acquisition or specified capital investment (Special resolution)
|
Issuer
|
|
For
|
For
|
21. To authorise the company to purchase its own shares (Special resolution)
|
Issuer
|
|
For
|
For
|
22. To authorise exemption from statement of name of senior statutory auditor
|
Issuer
|
|
For
|
For
|
23. To authorise reduced notice of a general meeting other than an AGM (Special resolution)
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HALEON PLC
|
4/20/23
|
HLN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
None
|
1. To receive the Annual Report and Accounts
|
Issuer
|
|
Against
|
None
|
2. To approve the Directors’ Remuneration Report
|
Issuer
|
|
Against
|
None
|
3. To approve the Directors’ Remuneration Policy
|
Issuer
|
|
For
|
None
|
4. To declare a final dividend
|
Issuer
|
|
For
|
5. To re-appoint Sir Dave Lewis
|
||
|
Against
|
6. To re-appoint Brian McNamara
|
||
|
For
|
7. To re-appoint Tobias Hestler
|
||
|
Against
|
8. To re-appoint Vindi Banga
|
||
|
For
|
9. To re-appoint Marie-Anne Aymerich
|
||
|
Against
|
10. To re-appoint Tracy Clarke
|
||
|
For
|
11. To re-appoint Dame Vivienne Cox
|
||
|
Against
|
12. To re-appoint Asmita Dubey
|
||
|
For
|
13. To re-appoint Deirdre Mahlan
|
||
|
Against
|
14. To re-appoint David Denton
|
||
|
For
|
15. To re-appoint Bryan Supran
|
||
|
For
|
None
|
16. To appoint KPMG LLP as auditor of the Company
|
Issuer
|
|
Against
|
None
|
17. To authorise the Audit & Risk Committee to set the auditor’s remuneration
|
Issuer
|
|
Against
|
None
|
18. To authorise the Company to make political donations
|
Issuer
|
|
Against
|
None
|
19. To authorise the Directors to allot Ordinary Shares
|
Issuer
|
|
For
|
None
|
20. General authority to disapply pre-emption rights (Special Resolution)
|
Issuer
|
|
For
|
None
|
21. Additional authority to disapply pre-emption rights (Special Resolution)
|
Issuer
|
|
For
|
None
|
22. To shorten the notice period for General Meetings (Special Resolution)
|
Issuer
|
|
Against
|
None
|
23. To approve the Performance Share Plan 2023
|
Issuer
|
|
Against
|
None
|
24. To approve the Share Value Plan 2023
|
Issuer
|
|
Against
|
None
|
25. To approve the Deferred Annual Bonus Plan 2023
|
Issuer
|
|
For
|
None
|
26. To authorise the Company to purchase its own shares (Special Resolution)
|
Issuer
|
|
For
|
None
|
27. Authority to make off-market purchases of own shares from Pfizer (Special Resolution)
|
Issuer
|
|
For
|
None
|
28. Authority to make off-market purchases of own shares from GSK (Special Resolution)
|
Issuer
|
|
For
|
None
|
29. Approval of waiver of Rule 9 Offer obligation
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HESS CORPORATION
|
5/17/23
|
HES
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term expiring in 2024: T.J. CHECKI
|
||
|
For
|
1b. Election of Director to serve for a one-year term expiring in 2024: L.S. COLEMAN, JR.
|
||
|
For
|
1c. Election of Director to serve for a one-year term expiring in 2024: L. GLATCH
|
||
|
For
|
1d. Election of Director to serve for a one-year term expiring in 2024: J.B. HESS
|
||
|
For
|
1e. Election of Director to serve for a one-year term expiring in 2024: E.E. HOLIDAY
|
||
|
For
|
1f. Election of Director to serve for a one-year term expiring in 2024: M.S. LIPSCHULTZ
|
||
|
For
|
1g. Election of Director to serve for a one-year term expiring in 2024: R.J. MCGUIRE
|
||
|
For
|
1h. Election of Director to serve for a one-year term expiring in 2024: D. MCMANUS
|
||
|
For
|
1i. Election of Director to serve for a one-year term expiring in 2024: K.O. MEYERS
|
||
|
For
|
1j. Election of Director to serve for a one-year term expiring in 2024: K.F. OVELMEN
|
||
|
For
|
1k. Election of Director to serve for a one-year term expiring in 2024: J.H. QUIGLEY
|
||
|
For
|
1l. Election of Director to serve for a one-year term expiring in 2024: W.G. SCHRADER
|
||
|
For
|
For
|
2. Advisory approval of the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval on the frequency of voting on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the selection of Ernst & Young LLP as our independent registered public accountants for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HF SINCLAIR CORPORATION
|
5/24/23
|
DINO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Anne-Marie N. Ainsworth
|
||
|
For
|
1b. Election of Director: Anna C. Catalano
|
||
|
For
|
1c. Election of Director: Leldon E. Echols
|
||
|
For
|
1d. Election of Director: Manuel J. Fernandez
|
||
|
For
|
1e. Election of Director: Timothy Go
|
||
|
For
|
1f. Election of Director: Rhoman J. Hardy
|
||
|
For
|
1g. Election of Director: R. Craig Knocke
|
||
|
For
|
1h. Election of Director: Robert J. Kostelnik
|
||
|
For
|
1i. Election of Director: James H. Lee
|
||
|
Against
|
1j. Election of Director: Ross B. Matthews
|
||
|
For
|
1k. Election of Director: Franklin Myers
|
||
|
For
|
1l. Election of Director: Norman J. Szydlowski
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of an advisory vote on the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding special shareholder meeting improvement, if properly presented at the Annual Meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTERNATIONAL BUSINESS MACHINES CORP.
|
4/25/23
|
IBM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a Term of One Year: Thomas Buberl
|
||
|
For
|
1b. Election of Director for a Term of One Year: David N. Farr
|
||
|
For
|
1c. Election of Director for a Term of One Year: Alex Gorsky
|
||
|
For
|
1d. Election of Director for a Term of One Year: Michelle J. Howard
|
||
|
For
|
1e. Election of Director for a Term of One Year: Arvind Krishna
|
||
|
For
|
1f. Election of Director for a Term of One Year: Andrew N. Liveris
|
||
|
For
|
1g. Election of Director for a Term of One Year: F. William McNabb III
|
||
|
For
|
1h. Election of Director for a Term of One Year: Martha E. Pollack
|
||
|
For
|
1i. Election of Director for a Term of One Year: Joseph R. Swedish
|
||
|
For
|
1j. Election of Director for a Term of One Year: Peter R. Voser
|
||
|
For
|
1k. Election of Director for a Term of One Year: Frederick H. Waddell
|
||
|
For
|
1l. Election of Director for a Term of One Year: Alfred W. Zollar
|
||
|
For
|
For
|
2. Ratification of Appointment of Independent Registered Public Accounting Firm.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote on Executive Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote Regarding the Frequency of the Advisory Vote on Executive Compensation.
|
Issuer
|
|
For
|
Against
|
5. Stockholder Proposal to Have an Independent Board Chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder Proposal Requesting a Public Report on Lobbying Activities.
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder Proposal Requesting a Public Report on Congruency in China Business Operations and ESG Activities.
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder Proposal Requesting a Public Report on Harassment and Discrimination Prevention Efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JOHNSON & JOHNSON
|
4/27/23
|
JNJ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Darius Adamczyk
|
||
|
For
|
1b. Election of Director: Mary C. Beckerle
|
||
|
For
|
1c. Election of Director: D. Scott Davis
|
||
|
For
|
1d. Election of Director: Jennifer A. Doudna
|
||
|
For
|
1e. Election of Director: Joaquin Duato
|
||
|
For
|
1f. Election of Director: Marillyn A. Hewson
|
||
|
For
|
1g. Election of Director: Paula A. Johnson
|
||
|
For
|
1h. Election of Director: Hubert Joly
|
||
|
For
|
1i. Election of Director: Mark B. McClellan
|
||
|
For
|
1j. Election of Director: Anne M. Mulcahy
|
||
|
For
|
1k. Election of Director: Mark A. Weinberger
|
||
|
For
|
1l. Election of Director: Nadja Y. West
|
||
|
Against
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of Voting to Approve Named Executive Officer Compensation
|
Issuer
|
|
Against
|
For
|
4. Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm
|
Issuer
|
|
Against
|
Against
|
5. Federal Securities Laws Mandatory Arbitration Bylaw
|
Security Holder
|
|
Against
|
Against
|
6. Vaccine Pricing Report
|
Security Holder
|
|
For
|
Against
|
7. Executive Compensation Adjustment Policy
|
Security Holder
|
|
Against
|
Against
|
8. Impact of Extended Patent Exclusivities on Product Access
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KELLOGG COMPANY
|
4/28/23
|
K
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director (term expires 2026): Stephanie Burns
|
||
|
For
|
1b. Election of Director (term expires 2026): Steve Cahillane
|
||
|
For
|
1c. Election of Director (term expires 2026): La June Montgomery Tabron
|
||
|
For
|
For
|
2. Advisory resolution to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of holding an advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of PricewaterhouseCoopers LLP as Kellogg’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareowner proposal requesting a civil rights, nondiscrimination and return to merits audit, if properly presented at the meeting.
|
Security Holder
|
|
Against
|
Against
|
6. Shareowner proposal requesting additional reporting on pay equity disclosure, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KIMBERLY-CLARK CORPORATION
|
4/20/23
|
KMB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a term expire at 2024 Annual Meeting: Sylvia M. Burwell
|
||
|
For
|
1b. Election of Director for a term expire at 2024 Annual Meeting: John W. Culver
|
||
|
For
|
1c. Election of Director for a term expire at 2024 Annual Meeting: Michael D. Hsu
|
||
|
For
|
1d. Election of Director for a term expire at 2024 Annual Meeting: Mae C. Jemison, M.D.
|
||
|
For
|
1e. Election of Director for a term expire at 2024 Annual Meeting: S. Todd Maclin
|
||
|
For
|
1f. Election of Director for a term expire at 2024 Annual Meeting: Deirdre A. Mahlan
|
||
|
For
|
1g. Election of Director for a term expire at 2024 Annual Meeting: Sherilyn S. McCoy
|
||
|
For
|
1h. Election of Director for a term expire at 2024 Annual Meeting: Christa S. Quarles
|
||
|
For
|
1i. Election of Director for a term expire at 2024 Annual Meeting: Jaime A. Ramirez
|
||
|
For
|
1j. Election of Director for a term expire at 2024 Annual Meeting: Dunia A. Shive
|
||
|
For
|
1k. Election of Director for a term expire at 2024 Annual Meeting: Mark T. Smucker
|
||
|
For
|
1l. Election of Director for a term expire at 2024 Annual Meeting: Michael D. White
|
||
|
For
|
For
|
2. Ratification of Auditor.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KINDER MORGAN, INC.
|
5/10/23
|
KMI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one year term expiring in 2024: Richard D. Kinder
|
||
|
Against
|
1b. Election of Director for a one year term expiring in 2024: Steven J. Kean
|
||
|
For
|
1c. Election of Director for a one year term expiring in 2024: Kimberly A. Dang
|
||
|
Against
|
1d. Election of Director for a one year term expiring in 2024: Ted A. Gardner
|
||
|
For
|
1e. Election of Director for a one year term expiring in 2024: Anthony W. Hall, Jr.
|
||
|
Against
|
1f. Election of Director for a one year term expiring in 2024: Gary L. Hultquist
|
||
|
For
|
1g. Election of Director for a one year term expiring in 2024: Ronald L. Kuehn, Jr.
|
||
|
For
|
1h. Election of Director for a one year term expiring in 2024: Deborah A. Macdonald
|
||
|
For
|
1i. Election of Director for a one year term expiring in 2024: Michael C. Morgan
|
||
|
For
|
1j. Election of Director for a one year term expiring in 2024: Arthur C. Reichstetter
|
||
|
For
|
1k. Election of Director for a one year term expiring in 2024: C. Park Shaper
|
||
|
For
|
1l. Election of Director for a one year term expiring in 2024: William A. Smith
|
||
|
For
|
1m. Election of Director for a one year term expiring in 2024: Joel V. Staff
|
||
|
For
|
1n. Election of Director for a one year term expiring in 2024: Robert F. Vagt
|
||
|
For
|
For
|
2. Approval of an Amendment to our Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the company as permitted by recent amendments to the General
Corporation Law of the State of Delaware
|
Issuer
|
|
For
|
For
|
3. Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023
|
Issuer
|
|
Against
|
For
|
4. Approval, on an advisory basis, of the compensation of our named executive officers, as disclosed in the Proxy Statement
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KYNDRYL HOLDINGS, INC.
|
7/28/22
|
KD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1a. Election of Class I Director for a three-year term: Janina Kugel
|
||
|
Against
|
1b. Election of Class I Director for a three-year term: Denis Machuel
|
||
|
Against
|
1c. Election of Class I Director for a three-year term: Rahul N. Merchant
|
||
|
Against
|
For
|
2. Approval, in a non-binding vote, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, in a non-binding vote, of the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Against
|
For
|
4. Approval of the amendment and restatement of the Kyndryl 2021 Long-Term Performance Plan.
|
Issuer
|
|
Against
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LIONS GATE ENTERTAINMENT CORP.
|
9/13/22
|
LGF.A
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael Burns
|
||
|
For
|
1b. Election of Director: Mignon Clyburn
|
||
|
For
|
1c. Election of Director: Gordon Crawford
|
||
|
For
|
1d. Election of Director: Jon Feltheimer
|
||
|
For
|
1e. Election of Director: Emily Fine
|
||
|
For
|
1f. Election of Director: Michael T. Fries
|
||
|
For
|
1g. Election of Director: Susan McCaw
|
||
|
For
|
1h. Election of Director: Yvette Ostolaza
|
||
|
Withhold
|
1i. Election of Director: Mark H. Rachesky, M.D.
|
||
|
For
|
1j. Election of Director: Daryl Simm
|
||
|
For
|
1k. Election of Director: Hardwick Simmons
|
||
|
For
|
1l. Election of Director: Harry E. Sloan
|
||
|
For
|
For
|
2. Appointment of Auditors: To reappoint Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending March 31, 2023 at a remuneration to
be determined by the Audit & Risk Committee. See the section entitled “Proposal 2: Re-Appointment of Independent Registered Public Accounting Firm” in the Notice and Proxy Statement.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote on Executive Compensation: To pass a non-binding advisory resolution to approve the compensation paid to the Company’s Named Executive Officers. See the section entitled
“Proposal 3: Advisory Vote to Approve Executive Compensation” in the Notice and Proxy Statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARATHON PETROLEUM CORPORATION
|
4/26/23
|
MPC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class III Director for a three-year term expiring in 2026: J. Michael Stice
|
||
|
For
|
1b. Election of Class III Director for a three-year term expiring in 2026: John P. Surma
|
||
|
For
|
1c. Election of Class III Director for a three-year term expiring in 2026: Susan Tomasky
|
||
|
For
|
1d. Election of Class III Director for a three-year term expiring in 2026: Toni Townes-Whitley
|
||
|
Against
|
For
|
2. Ratification of the selection of PricewaterhouseCoopers LLP as the company’s independent auditor for 2023.
|
Issuer
|
|
Against
|
For
|
3. Approval, on an advisory basis, of the company’s named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of an amendment to the company’s Restated Certificate of Incorporation to declassify the Board of Directors.
|
Issuer
|
|
Against
|
For
|
5. Approval of an amendment to the company’s Restated Certificate of Incorporation to eliminate the supermajority provisions.
|
Issuer
|
|
Against
|
For
|
6. Approval of an amendment to the company’s Restated Certificate of Incorporation to increase the maximum size of the Board of Directors.
|
Issuer
|
|
For
|
Against
|
7. Shareholder proposal seeking a simple majority vote.
|
Security Holder
|
|
For
|
Against
|
8. Shareholder proposal seeking an amendment to the company’s existing clawback provisions.
|
Security Holder
|
|
For
|
Against
|
9. Shareholder proposal seeking a report on just transition.
|
Security Holder
|
|
For
|
Against
|
10. Shareholder proposal seeking an audited report on asset retirement obligations.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MERCK KGAA
|
4/28/23
|
MRK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.20 PER SHARE
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7 APPROVE ISSUANCE OF WARRANTS/BONDS WITH WARRANTS ATTACHED/CONVERTIBLE BONDS WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 2.5 BILLION APPROVE CREATION OF EUR 16.8 MILLION POOL
OF CAPITAL TO GUARANTEE CONVERSION RIGHTS
|
Issuer
|
|
For
|
For
|
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MICROSOFT CORPORATION
|
12/13/22
|
MSFT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Reid G. Hoffman
|
||
|
For
|
1b. Election of Director: Hugh F. Johnston
|
||
|
For
|
1c. Election of Director: Teri L. List
|
||
|
For
|
1d. Election of Director: Satya Nadella
|
||
|
For
|
1e. Election of Director: Sandra E. Peterson
|
||
|
For
|
1f. Election of Director: Penny S. Pritzker
|
||
|
For
|
1g. Election of Director: Carlos A. Rodriguez
|
||
|
For
|
1h. Election of Director: Charles W. Scharf
|
||
|
For
|
1i. Election of Director: John W. Stanton
|
||
|
For
|
1j. Election of Director: John W. Thompson
|
||
|
For
|
1k. Election of Director: Emma N. Walmsley
|
||
|
For
|
1l. Election of Director: Padmasree Warrior
|
||
|
Against
|
For
|
2. Advisory vote to approve named executive officer compensation
|
Issuer
|
|
For
|
For
|
3. Ratification of the Selection of Deloitte & Touche LLP as our Independent Auditor for Fiscal Year 2023
|
Issuer
|
|
Against
|
Against
|
4. Shareholder Proposal - Cost/Benefit Analysis of Diversity and Inclusion
|
Security Holder
|
|
Against
|
Against
|
5. Shareholder Proposal - Report on Hiring of Persons with Arrest or Incarceration Records
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Report on Investment of Retirement Funds in Companies Contributing to Climate Change
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Report on Government Use of Microsoft Technology
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal - Report on Development of Products for Military
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal - Report on Tax Transparency
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PEPSICO, INC.
|
5/3/23
|
PEP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Segun Agbaje
|
||
|
For
|
1b. Election of Director: Jennifer Bailey
|
||
|
For
|
1c. Election of Director: Cesar Conde
|
||
|
For
|
1d. Election of Director: Ian Cook
|
||
|
For
|
1e. Election of Director: Edith W. Cooper
|
||
|
For
|
1f. Election of Director: Susan M. Diamond
|
||
|
For
|
1g. Election of Director: Dina Dublon
|
||
|
For
|
1h. Election of Director: Michelle Gass
|
||
|
For
|
1i. Election of Director: Ramon L. Laguarta
|
||
|
For
|
1j. Election of Director: Dave J. Lewis
|
||
|
Against
|
1k. Election of Director: David C. Page
|
||
|
Against
|
1l. Election of Director: Robert C. Pohlad
|
||
|
Against
|
1m. Election of Director: Daniel Vasella
|
||
|
Against
|
1n. Election of Director: Darren Walker
|
||
|
Against
|
1o. Election of Director: Alberto Weisser
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
For
|
3. Advisory approval of the Company’s executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on frequency of future shareholder advisory approval of the Company’s executive compensation.
|
Issuer
|
|
For
|
Against
|
5. Shareholder Proposal - Independent Board Chair.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Global Transparency Report.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Report on Impacts of Reproductive Healthcare Legislation
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal - Congruency Report on Net-Zero Emissions Policies.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PFIZER INC.
|
4/27/23
|
PFE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Ronald E. Blaylock
|
||
|
For
|
1b. Election of Director: Albert Bourla
|
||
|
For
|
1c. Election of Director: Susan Desmond-Hellmann
|
||
|
For
|
1d. Election of Director: Joseph J. Echevarria
|
||
|
For
|
1e. Election of Director: Scott Gottlieb
|
||
|
For
|
1f. Election of Director: Helen H. Hobbs
|
||
|
For
|
1g. Election of Director: Susan Hockfield
|
||
|
For
|
1h. Election of Director: Dan R. Littman
|
||
|
For
|
1i. Election of Director: Shantanu Narayen
|
||
|
For
|
1j. Election of Director: Suzanne Nora Johnson
|
||
|
For
|
1k. Election of Director: James Quincey
|
||
|
Against
|
1l. Election of Director: James C. Smith
|
||
|
For
|
For
|
2. Ratify the selection of KPMG LLP as independent registered public accounting firm for 2023
|
Issuer
|
|
Against
|
For
|
3. 2023 advisory approval of executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on frequency of future advisory votes to approve executive compensation
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal regarding ratification of termination pay
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal regarding independent board chairman policy
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal regarding transfer of intellectual property to potential COVID-19 manufacturers feasibility report
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder proposal regarding impact of extended patent exclusivities on product access report
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder proposal regarding political contributions congruency report
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PITNEY BOWES INC.
|
5/9/23
|
PBI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. HESTIA NOMINEES: Milena Alberti-Perez
|
||
|
For
|
1B. HESTIA NOMINEES: Todd A. Everett
|
||
|
For
|
1C. HESTIA NOMINEES: Katie A. May
|
||
|
For
|
1D. HESTIA NOMINEES: Lance E. Rosenzweig
|
||
|
For
|
1E. HESTIA NOMINEES: Kurtis J. Wolf
|
||
|
For
|
1F. COMPANY NOMINEES UNOPPOSED BY HESTIA: Steve Brill
|
||
|
For
|
1G. COMPANY NOMINEES UNOPPOSED BY HESTIA: Mary J. Steele Guilfoile
|
||
|
For
|
1H. COMPANY NOMINEES UNOPPOSED BY HESTIA: Sheila A. Stamps
|
||
|
For
|
1I. COMPANY NOMINEES UNOPPOSED BY HESTIA: Darrell Thomas
|
||
|
Withhold
|
1J. COMPANY NOMINEES OPPOSED BY HESTIA: Anne M. Busquet
|
||
|
Withhold
|
1K. COMPANY NOMINEES OPPOSED BY HESTIA: Robert Dutkowsky
|
||
|
Withhold
|
1L. COMPANY NOMINEES OPPOSED BY HESTIA: Marc Lautenbach
|
||
|
Withhold
|
1M. COMPANY NOMINEES OPPOSED BY HESTIA: Linda Sanford
|
||
|
Abstain
|
None
|
2. The Company’s proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for 2023.
|
Issuer
|
|
Against
|
Against
|
3. The Company’s proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
Abstain
|
None
|
4. THE COMPANY’S PROPOSAL TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE FREQUENCY OF FUTURE ADVISORY VOTES TO APPROVE THE COMPANY’S EXECUTIVE COMPENSATION.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
QUALCOMM INCORPORATED
|
3/8/23
|
QCOM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the next annual meeting of stockholders: Sylvia Acevedo
|
||
|
For
|
1b. Election of Director to hold office until the next annual meeting of stockholders: Cristiano R. Amon
|
||
|
For
|
1c. Election of Director to hold office until the next annual meeting of stockholders: Mark Fields
|
||
|
For
|
1d. Election of Director to hold office until the next annual meeting of stockholders: Jeffrey W. Henderson
|
||
|
For
|
1e. Election of Director to hold office until the next annual meeting of stockholders: Gregory N. Johnson
|
||
|
For
|
1f. Election of Director to hold office until the next annual meeting of stockholders: Ann M. Livermore
|
||
|
For
|
1g. Election of Director to hold office until the next annual meeting of stockholders: Mark D. McLaughlin
|
||
|
For
|
1h. Election of Director to hold office until the next annual meeting of stockholders: Jamie S. Miller
|
||
|
For
|
1i. Election of Director to hold office until the next annual meeting of stockholders: Irene B. Rosenfeld
|
||
|
For
|
1j. Election of Director to hold office until the next annual meeting of stockholders: Kornelis (Neil) Smit
|
||
|
For
|
1k. Election of Director to hold office until the next annual meeting of stockholders: Jean-Pascal Tricoire
|
||
|
For
|
1l. Election of Director to hold office until the next annual meeting of stockholders: Anthony J. Vinciquerra
|
||
|
For
|
For
|
2. Ratification of the selection of PricewaterhouseCoopers LLP as our independent public accountants for our fiscal year ending September 24, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of the QUALCOMM Incorporated 2023 Long-Term Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. Approval, on an advisory basis, of the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RIO TINTO PLC
|
10/25/22
|
RIO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. (a)For the purposes of ASX Listing Rule 10.1 and all other purposes, to approve the Transaction, and the entry into and performance of the Transaction Documents. (b)to authorise the Directors
(or any duly constituted committee thereof) to do all necessary, expedient or desirable things to implement, complete or to procure the implementation or completion of the Transaction and any matters incidental to the Transaction with
such nonmaterial modifications, variations, revisions, waivers or amendments as they may deem necessary, expedient or disirable
|
Issuer
|
|
For
|
For
|
2. Subject to, and conditional upon passing of Resolution 1, and for the purpose of ASX Listing Rule 10.1 only, to approve any acquisition or disposal of a substantial asset from or to China
Baowu Steel Group Co. Ltd or its associates pursuant to a Future Transaction (as defined in the circular to shareholders).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RIO TINTO PLC
|
4/6/23
|
RIO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Receipt of the 2022 Annual Report
|
Issuer
|
|
For
|
For
|
2 Approval of the Directors’ Remuneration Report: Implementation Report
|
Issuer
|
|
For
|
For
|
3 Approval of the Directors’ Remuneration Report
|
Issuer
|
|
For
|
For
|
4 Approval of potential termination benefits
|
Issuer
|
|
For
|
5 To elect Kaisa Hietala as a Director
|
||
|
For
|
6 To re-elect Dominic Barton BBM as a Director
|
||
|
For
|
7 To re-elect Megan Clark AC as a Director
|
||
|
For
|
8 To re-elect Peter Cunningham as a Director
|
||
|
For
|
9 To re-elect Simon Henry as a Director
|
||
|
For
|
10 To re-elect Sam Laidlaw as a Director
|
||
|
For
|
11 To re-elect Simon McKeon AO as a Director
|
||
|
For
|
12 To re-elect Jennifer Nason as a Director
|
||
|
For
|
13 To re-elect Jakob Stausholm as a Director
|
||
|
For
|
14 To re-elect Ngaire Woods CBE as a Director
|
||
|
For
|
15 To re-elect Ben Wyatt as a Director
|
||
|
For
|
For
|
16 Re-appointment of auditors of Rio Tinto plc
|
Issuer
|
|
For
|
For
|
17 Remuneration of auditors
|
Issuer
|
|
Against
|
For
|
18 Authority to make political donations
|
Security Holder
|
|
For
|
For
|
19 General authority to allot shares
|
Security Holder
|
|
For
|
For
|
20 Disapplication of pre-emption rights
|
Security Holder
|
|
For
|
For
|
21 Authority to purchase Rio Tinto plc shares
|
Security Holder
|
|
Against
|
For
|
22 Notice period for general meetings other than annual general meetings
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
|
4/5/23
|
SLB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Peter Coleman
|
||
|
For
|
1b. Election of Director: Patrick de La Chevardière
|
||
|
For
|
1c. Election of Director: Miguel Galuccio
|
||
|
For
|
1d. Election of Director: Olivier Le Peuch
|
||
|
For
|
1e. Election of Director: Samuel Leupold
|
||
|
For
|
1f. Election of Director: Tatiana Mitrova
|
||
|
For
|
1g. Election of Director: Maria Moraeus Hanssen
|
||
|
For
|
1h. Election of Director: Vanitha Narayanan
|
||
|
For
|
1i. Election of Director: Mark Papa
|
||
|
For
|
1j. Election of Director: Jeff Sheets
|
||
|
For
|
1k. Election of Director: Ulrich Spiesshofer
|
||
|
1 Year
|
1 Year
|
2. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Abstain
|
For
|
3. Advisory approval of our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of our consolidated balance sheet at December 31, 2022; our consolidated statement of income for the year ended December 31, 2022; and the declarations of dividends by our Board of
Directors in 2022, as reflected in our 2022 Annual Report to Shareholders.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SUNCOR ENERGY INC.
|
5/9/23
|
SU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A Election of Director - Ian R. Ashby
|
||
|
For
|
1B Election of Director - Patricia M. Bedient
|
||
|
For
|
1C Election of Director - Russell K. Girling
|
||
|
For
|
1D Election of Director - Jean Paul Gladu
|
||
|
Against
|
1E Election of Director - Dennis M. Houston
|
||
|
Against
|
1F Election of Director - Richard M. Kruger
|
||
|
Against
|
1G Election of Director - Brian P. MacDonald
|
||
|
For
|
1H Election of Director - Lorraine Mitchelmore
|
||
|
For
|
1I Election of Director - Daniel Romasko
|
||
|
For
|
1J Election of Director - Christopher R. Seasons
|
||
|
For
|
1K Election of Director - M. Jacqueline Sheppard
|
||
|
For
|
1L Election of Director - Eira M. Thomas
|
||
|
For
|
1M Election of Director - Michael M. Wilson
|
||
|
For
|
For
|
2 Appointment of KPMG LLP as auditor of Suncor Energy Inc. until the close of the next annual meeting.
|
Issuer
|
|
For
|
For
|
Issuer
|
|
|
Against
|
Against
|
4 To consider a shareholder proposal regarding the production of a report outlining how Suncor’s capital expenditure plans align with its 2030 emissions reductions target.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE ALLSTATE CORPORATION
|
5/23/23
|
ALL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Donald E. Brown
|
||
|
For
|
1b. Election of Director: Kermit R. Crawford
|
||
|
For
|
1c. Election of Director: Richard T. Hume
|
||
|
For
|
1d. Election of Director: Margaret M. Keane
|
||
|
Against
|
1e. Election of Director: Siddharth N. Mehta
|
||
|
Against
|
1f. Election of Director: Jacques P. Perold
|
||
|
For
|
1g. Election of Director: Andrea Redmond
|
||
|
For
|
1h. Election of Director: Gregg M. Sherrill
|
||
|
For
|
1i. Election of Director: Judith A. Sprieser
|
||
|
For
|
1j. Election of Director: Perry M. Traquina
|
||
|
For
|
1k. Election of Director: Monica Turner
|
||
|
For
|
1l. Election of Director: Thomas J. Wilson
|
||
|
For
|
For
|
2. Advisory vote to approve the compensation of the named executives.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Say on pay frequency vote.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as Allstate’s independent registered public accountant for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE CLOROX COMPANY
|
11/16/22
|
CLX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Amy L. Banse
|
||
|
For
|
1b. Election of Director: Julia Denman
|
||
|
For
|
1c. Election of Director: Spencer C. Fleischer
|
||
|
For
|
1d. Election of Director: Esther Lee
|
||
|
For
|
1e. Election of Director: A.D. David Mackay
|
||
|
For
|
1f. Election of Director: Paul Parker
|
||
|
For
|
1g. Election of Director: Stephanie Plaines
|
||
|
For
|
1h. Election of Director: Linda Rendle
|
||
|
For
|
1i. Election of Director: Matthew J. Shattock
|
||
|
For
|
1j. Election of Director: Kathryn Tesija
|
||
|
For
|
1k. Election of Director: Russell J. Weiner
|
||
|
For
|
1l. Election of Director: Christopher J. Williams
|
||
|
Against
|
For
|
2. Advisory Vote to Approve Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the Selection of Ernst & Young LLP as the Clorox Company’s Independent Registered Public Accounting Firm.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE COCA-COLA COMPANY
|
4/25/23
|
KO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Herb Allen
|
||
|
For
|
1b. Election of Director: Marc Bolland
|
||
|
For
|
1c. Election of Director: Ana Botín
|
||
|
For
|
1d. Election of Director: Christopher C. Davis
|
||
|
For
|
1e. Election of Director: Barry Diller
|
||
|
For
|
1f. Election of Director: Carolyn Everson
|
||
|
For
|
1g. Election of Director: Helene D. Gayle
|
||
|
For
|
1h. Election of Director: Alexis M. Herman
|
||
|
For
|
1i. Election of Director: Maria Elena Lagomasino
|
||
|
For
|
1j. Election of Director: Amity Millhiser
|
||
|
For
|
1k. Election of Director: James Quincey
|
||
|
For
|
1l. Election of Director: Caroline J. Tsay
|
||
|
For
|
1m. Election of Director: David B. Weinberg
|
||
|
Against
|
For
|
2. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes to approve executive compensation
|
Issuer
|
|
Against
|
For
|
4. Ratify the appointment of Ernst & Young LLP as independent Auditors of the Company to serve for the 2023 fiscal year
|
Issuer
|
|
Against
|
Against
|
5. Shareowner proposal requesting an audit of the Company’s impact on nonwhite stakeholders
|
Issuer
|
|
Against
|
Against
|
6. Shareowner proposal requesting a global transparency report
|
Security Holder
|
|
Against
|
Against
|
7. Shareowner proposal regarding political expenditures values alignment
|
Security Holder
|
|
For
|
Against
|
8. Shareowner proposal requesting an independent Board chair policy
|
Security Holder
|
|
Against
|
Against
|
9. Shareowner proposal requesting a report on risks from state policies restricting reproductive rights
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE KRAFT HEINZ COMPANY
|
5/4/23
|
KHC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Gregory E. Abel
|
||
|
For
|
1b. Election of Director: Humberto P. Alfonso
|
||
|
For
|
1c. Election of Director: John T. Cahill
|
||
|
For
|
1d. Election of Director: Lori Dickerson Fouché
|
||
|
For
|
1e. Election of Director: Diane Gherson
|
||
|
For
|
1f. Election of Director: Timothy Kenesey
|
||
|
For
|
1g. Election of Director: Alicia Knapp
|
||
|
For
|
1h. Election of Director: Elio Leoni Sceti
|
||
|
For
|
1i. Election of Director: Susan Mulder
|
||
|
For
|
1j. Election of Director: James Park
|
||
|
For
|
1k. Election of Director: Miguel Patricio
|
||
|
For
|
1l. Election of Director: John C. Pope
|
||
|
Against
|
For
|
2. Advisory vote to approve executive compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the selection of PricewaterhouseCoopers LLP as our independent auditors for 2023.
|
Issuer
|
|
For
|
Against
|
4. Stockholder Proposal - Simple majority vote, if properly presented.
|
Security Holder
|
|
Against
|
Against
|
5. Stockholder Proposal - Report on water risk, if properly presented.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder Proposal - Civil rights audit, if properly presented.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE PROCTER & GAMBLE COMPANY
|
10/11/22
|
PG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: B. Marc Allen
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Angela F. Braly
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Amy L. Chang
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Joseph Jimenez
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Christopher Kempczinski
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Debra L. Lee
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Terry J. Lundgren
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Christine M. McCarthy
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Jon R. Moeller
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Patricia A. Woertz
|
||
|
For
|
For
|
2. Ratify Appointment of the Independent Registered Public Accounting Firm
|
Issuer
|
|
Against
|
For
|
3. Advisory Vote to Approve the Company’s Executive Compensation (the “Say on Pay” vote)
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRUIST FINANCIAL CORPORATION
|
4/25/23
|
TFC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1a. Election of Director: Jennifer S. Banner
|
||
|
Against
|
1b. Election of Director: K. David Boyer, Jr.
|
||
|
Against
|
1c. Election of Director: Agnes Bundy Scanlan
|
||
|
Against
|
1d. Election of Director: Anna R. Cablik
|
||
|
Against
|
1e. Election of Director: Dallas S. Clement
|
||
|
Against
|
1f. Election of Director: Paul D. Donahue
|
||
|
Against
|
1g. Election of Director: Patrick C. Graney III
|
||
|
Against
|
1h. Election of Director: Linnie M. Haynesworth
|
||
|
Against
|
1i. Election of Director: Kelly S. King
|
||
|
Against
|
1j. Election of Director: Easter A. Maynard
|
||
|
Against
|
1k. Election of Director: Donna S. Morea
|
||
|
Against
|
1l. Election of Director: Charles A. Patton
|
||
|
Against
|
1m. Election of Director: Nido R. Qubein
|
||
|
Against
|
1n. Election of Director: David M. Ratcliffe
|
||
|
Against
|
1o. Election of Director: William H. Rogers, Jr.
|
||
|
Against
|
1p. Election of Director: Frank P. Scruggs, Jr.
|
||
|
Against
|
1q. Election of Director: Christine Sears
|
||
|
Against
|
1r. Election of Director: Thomas E. Skains
|
||
|
Against
|
1s. Election of Director: Bruce L. Tanner
|
||
|
Against
|
1t. Election of Director: Thomas N. Thompson
|
||
|
Against
|
1u. Election of Director: Steven C. Voorhees
|
||
|
Against
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as Truist’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
For
|
3. Advisory vote to approve Truist’s executive compensation program.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To recommend that a non-binding, advisory vote to approve Truist’s executive compensation program be put to shareholders for their consideration every: one; two; or three years.
|
Issuer
|
|
For
|
Against
|
5. Shareholder proposal regarding an independent Chairman of the Board of Directors, if properly presented at the Annual Meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERIZON COMMUNICATIONS INC.
|
5/11/23
|
VZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Shellye Archambeau
|
||
|
For
|
1B. Election of Director: Roxanne Austin
|
||
|
For
|
1C. Election of Director: Mark Bertolini
|
||
|
For
|
1D. Election of Director: Vittorio Colao
|
||
|
For
|
1E. Election of Director: Melanie Healey
|
||
|
For
|
1F. Election of Director: Laxman Narasimhan
|
||
|
Against
|
1G. Election of Director: Clarence Otis, Jr.
|
||
|
For
|
1H. Election of Director: Daniel Schulman
|
||
|
For
|
1I. Election of Director: Rodney Slater
|
||
|
For
|
1J. Election of Director: Carol Tomé
|
||
|
For
|
1K. Election of Director: Hans Vestberg
|
||
|
Against
|
1L. Election of Director: Gregory Weaver
|
||
|
Against
|
For
|
2. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes to approve executive compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of appointment of independent registered public accounting firm
|
Issuer
|
|
Against
|
Against
|
5. Government requests to remove content
|
Security Holder
|
|
Against
|
Against
|
6. Prohibit political contributions
|
Security Holder
|
|
For
|
Against
|
7. Amend clawback policy
|
Security Holder
|
|
For
|
Against
|
8. Shareholder ratification of annual equity awards
|
Security Holder
|
|
For
|
Against
|
9. Independent chair
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VIATRIS INC.
|
12/9/22
|
VTRS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
1A. Election of Class II Director to hold office until the 2023 annual meeting: W. Don Cornwell
|
||
|
Against
|
1B. Election of Class II Director to hold office until the 2023 annual meeting: Harry A. Korman
|
||
|
Against
|
1C. Election of Class II Director to hold office until the 2023 annual meeting: Rajiv Malik
|
||
|
Against
|
1D. Election of Class II Director to hold office until the 2023 annual meeting: Richard A. Mark, C.P.A.
|
||
|
Against
|
For
|
2. Approval of, on a non-binding advisory basis, the 2021 compensation of the named executive officers of the Company.
|
Issuer
|
|
Against
|
For
|
3. Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.
|
Issuer
|
|
For
|
Against
|
4. Shareholder proposal regarding independent board chairman.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WASTE MANAGEMENT, INC.
|
5/9/23
|
WM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Bruce E. Chinn
|
||
|
For
|
1b. Election of Director: James C. Fish, Jr.
|
||
|
For
|
1c. Election of Director: Andrés R. Gluski
|
||
|
For
|
1d. Election of Director: Victoria M. Holt
|
||
|
For
|
1e. Election of Director: Kathleen M. Mazzarella
|
||
|
For
|
1f. Election of Director: Sean E. Menke
|
||
|
For
|
1g. Election of Director: William B. Plummer
|
||
|
For
|
1h. Election of Director: John C. Pope
|
||
|
For
|
1i. Election of Director: Maryrose T. Sylvester
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of our executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To recommend the frequency of future advisory votes on our executive compensation.
|
Issuer
|
|
For
|
For
|
5. Approval of our 2023 Stock Incentive Plan.
|
Issuer
|
|
Name Of Fund:
|
Buffalo Growth Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADOBE INC.
|
4/20/23
|
ADBE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term: Amy Banse
|
||
|
For
|
1b. Election of Director to serve for a one-year term: Brett Biggs
|
||
|
For
|
1c. Election of Director to serve for a one-year term: Melanie Boulden
|
||
|
For
|
1d. Election of Director to serve for a one-year term: Frank Calderoni
|
||
|
For
|
1e. Election of Director to serve for a one-year term: Laura Desmond
|
||
|
For
|
1f. Election of Director to serve for a one-year term: Shantanu Narayen
|
||
|
For
|
1g. Election of Director to serve for a one-year term: Spencer Neumann
|
||
|
For
|
1h. Election of Director to serve for a one-year term: Kathleen Oberg
|
||
|
For
|
1i. Election of Director to serve for a one-year term: Dheeraj Pandey
|
||
|
For
|
1j. Election of Director to serve for a one-year term: David Ricks
|
||
|
For
|
1k. Election of Director to serve for a one-year term: Daniel Rosensweig
|
||
|
For
|
1l. Election of Director to serve for a one-year term: John Warnock
|
||
|
For
|
For
|
2. Approve the 2019 Equity Incentive Plan, as amended, to increase the available share reserve by 12,000,000 shares.
|
Issuer
|
|
Against
|
For
|
3. Ratify the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending on December 1, 2023.
|
Issuer
|
|
For
|
For
|
4. Approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Approve, on an advisory basis, the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
Against
|
Against
|
6. Stockholder Proposal - Report on Hiring of Persons with Arrest or Incarceration Records.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ALPHABET INC.
|
6/2/23
|
GOOGL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Larry Page
|
||
|
For
|
1b. Election of Director: Sergey Brin
|
||
|
For
|
1c. Election of Director: Sundar Pichai
|
||
|
For
|
1d. Election of Director: John L. Hennessy
|
||
|
For
|
1e. Election of Director: Frances H. Arnold
|
||
|
For
|
1f. Election of Director: R. Martin “Marty” Chávez
|
||
|
For
|
1g. Election of Director: L. John Doerr
|
||
|
For
|
1h. Election of Director: Roger W. Ferguson Jr.
|
||
|
For
|
1i. Election of Director: Ann Mather
|
||
|
For
|
1j. Election of Director: K. Ram Shriram
|
||
|
For
|
1k. Election of Director: Robin L. Washington
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as Alphabet’s independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
For
|
For
|
3. Approval of amendment and restatement of Alphabet’s Amended and Restated 2021 Stock Plan to increase the share reserve by 170,000,000 (post stock split) shares of Class C capital stock
|
Issuer
|
|
For
|
For
|
4. Advisory vote to approve compensation awarded to named executive officers
|
Issuer
|
|
3 Years
|
3 Years
|
5. Advisory vote on the frequency of advisory votes to approve compensation awarded to named executive officers
|
Issuer
|
|
Against
|
Against
|
6. Stockholder proposal regarding a lobbying report
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder proposal regarding a congruency report
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder proposal regarding a climate lobbying report
|
Security Holder
|
|
Against
|
Against
|
9. Stockholder proposal regarding a report on reproductive rights and data privacy
|
Security Holder
|
|
Against
|
Against
|
10. Stockholder proposal regarding a human rights assessment of data center siting
|
Security Holder
|
|
Against
|
Against
|
11. Stockholder proposal regarding a human rights assessment of targeted ad policies and practices
|
Security Holder
|
|
Against
|
Against
|
12. Stockholder proposal regarding algorithm disclosures
|
Security Holder
|
|
Against
|
Against
|
13. Stockholder proposal regarding a report on alignment of YouTube policies with legislation
|
Security Holder
|
|
Against
|
Against
|
14. Stockholder proposal regarding a content governance report
|
Security Holder
|
|
Against
|
Against
|
15. Stockholder proposal regarding a performance review of the Audit and Compliance Committee
|
Security Holder
|
|
Against
|
Against
|
16. Stockholder proposal regarding bylaws amendment
|
Security Holder
|
|
Against
|
Against
|
17. Stockholder proposal regarding “executives to retain significant stock”
|
Security Holder
|
|
Against
|
Against
|
18. Stockholder proposal regarding equal shareholder voting
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMAZON.COM, INC.
|
5/24/23
|
AMZN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Jeffrey P. Bezos
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Andrew R. Jassy
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Keith B. Alexander
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Edith W. Cooper
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Jamie S. Gorelick
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Daniel P. Huttenlocher
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Judith A. McGrath
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Indra K. Nooyi
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Jonathan J. Rubinstein
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Patricia Q. Stonesifer
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Wendell P. Weeks
|
||
|
For
|
For
|
2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
|
Issuer
|
|
For
|
For
|
3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION
|
Issuer
|
|
1 Year
|
1 Year
|
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION
|
Issuer
|
|
For
|
For
|
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE PLAN, AS AMENDED AND RESTATED, FOR PURPOSES OF FRENCH TAX LAW
|
Issuer
|
|
Against
|
Against
|
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON RETIREMENT PLAN OPTIONS
|
Security Holder
|
|
Against
|
Against
|
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER DUE DILIGENCE
|
Security Holder
|
|
Against
|
Against
|
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
|
Security Holder
|
|
Against
|
Against
|
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CONTENT REMOVAL REQUESTS
|
Security Holder
|
|
Against
|
Against
|
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON STAKEHOLDER IMPACTS
|
Security Holder
|
|
Against
|
Against
|
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE TAX REPORTING
|
Security Holder
|
|
Against
|
Against
|
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON CLIMATE LOBBYING
|
Security Holder
|
|
Against
|
Against
|
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON GENDER/RACIAL PAY
|
Security Holder
|
|
Against
|
Against
|
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY, AND INCLUSION PROGRAMS
|
Security Holder
|
|
Against
|
Against
|
15. SHAREHOLDER PROPOSAL REQUESTING AN AMENDMENT TO OUR BYLAWS TO REQUIRE SHAREHOLDER APPROVAL FOR CERTAIN FUTURE AMENDMENTS
|
Security Holder
|
|
Against
|
Against
|
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON FREEDOM OF ASSOCIATION
|
Security Holder
|
|
Against
|
Against
|
17. SHAREHOLDER PROPOSAL REQUESTING A NEW POLICY REGARDING OUR EXECUTIVE COMPENSATION PROCESS
|
Security Holder
|
|
Against
|
Against
|
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON ANIMAL WELFARE STANDARDS
|
Security Holder
|
|
Against
|
Against
|
19. SHAREHOLDER PROPOSAL REQUESTING AN ADDITIONAL BOARD COMMITTEE
|
Security Holder
|
|
Against
|
Against
|
20. SHAREHOLDER PROPOSAL REQUESTING AN ALTERNATIVE DIRECTOR CANDIDATE POLICY
|
Security Holder
|
|
Against
|
Against
|
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON WAREHOUSE WORKING CONDITIONS
|
Security Holder
|
|
Against
|
Against
|
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON PACKAGING MATERIALS
|
Security Holder
|
|
Against
|
Against
|
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER USE OF CERTAIN TECHNOLOGIES
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APPLE INC.
|
3/10/23
|
AAPL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a Election of Director: James Bell
|
||
|
For
|
1b Election of Director: Tim Cook
|
||
|
For
|
1c Election of Director: Al Gore
|
||
|
For
|
1d Election of Director: Alex Gorsky
|
||
|
For
|
1e Election of Director: Andrea Jung
|
||
|
For
|
1f Election of Director: Art Levinson
|
||
|
For
|
1g Election of Director: Monica Lozano
|
||
|
For
|
1h Election of Director: Ron Sugar
|
||
|
For
|
1i Election of Director: Sue Wagner
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as Apple’s independent registered public accounting firm for fiscal 2023
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of advisory votes on executive compensation
|
Issuer
|
|
Against
|
Against
|
5. A shareholder proposal entitled “Civil Rights and Non-Discrimination Audit Proposal”
|
Security Holder
|
|
Against
|
Against
|
6. A shareholder proposal entitled “Communist China Audit”
|
Security Holder
|
|
Against
|
Against
|
7. A shareholder proposal on Board policy for communication with shareholder proponents
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal entitled “Racial and Gender Pay Gaps”
|
Security Holder
|
|
Against
|
Against
|
9. A shareholder proposal entitled “Shareholder Proxy Access Amendments”
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APPLIED MATERIALS, INC.
|
3/9/23
|
AMAT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Rani Borkar
|
||
|
For
|
1b. Election of Director: Judy Bruner
|
||
|
For
|
1c. Election of Director: Xun (Eric) Chen
|
||
|
For
|
1d. Election of Director: Aart J. de Geus
|
||
|
For
|
1e. Election of Director: Gary E. Dickerson
|
||
|
For
|
1f. Election of Director: Thomas J. Iannotti
|
||
|
For
|
1g. Election of Director: Alexander A. Karsner
|
||
|
For
|
1h. Election of Director: Kevin P. March
|
||
|
For
|
1i. Election of Director: Yvonne McGill
|
||
|
For
|
1j. Election of Director: Scott A. McGregor
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of Applied Materials’ named executive officers for fiscal year 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of holding an advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of KPMG LLP as Applied Materials’ independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal to amend the appropriate company governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholder meeting.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal to improve the executive compensation program and policy to include the CEO pay ratio factor.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AZENTA, INC.
|
1/31/23
|
AZTA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
FRANK E. CASAL
|
||
|
For
|
ROBYN C. DAVIS
|
||
|
For
|
JOSEPH R. MARTIN
|
||
|
For
|
ERICA J. MCLAUGHLIN
|
||
|
For
|
TINA S. NOVA
|
||
|
For
|
KRISHNA G. PALEPU
|
||
|
For
|
DOROTHY E. PUHY
|
||
|
For
|
MICHAEL ROSENBLATT
|
||
|
For
|
STEPHEN S. SCHWARTZ
|
||
|
For
|
ELLEN M. ZANE
|
||
|
For
|
For
|
2. To approve by a non-binding advisory vote the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BIO-RAD LABORATORIES, INC.
|
4/25/23
|
BIO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Melinda Litherland
|
||
|
For
|
1.2 Election of Director: Arnold A. Pinkston
|
||
|
For
|
For
|
2. Proposal to ratify the selection of KPMG LLP to serve as the Company’s independent auditors.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
3 Years
|
4. Advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Security Holder
|
|
Against
|
Against
|
5. Stockholder proposal regarding political disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BOOKING HOLDINGS INC.
|
6/6/23
|
BKNG
|
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Vote
|
MRV
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Proposal
|
Proposed by Issuer or Security Holder
|
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For
|
Director
|
Issuer
|
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For
|
GLENN D. FOGEL
|
||
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For
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MIRIAN M. GRADDICK-WEIR
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||
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For
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WEI HOPEMAN
|
||
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For
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ROBERT J. MYLOD, JR.
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||
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For
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CHARLES H. NOSKI
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||
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For
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LARRY QUINLAN
|
||
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For
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NICHOLAS J. READ
|
||
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For
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THOMAS E. ROTHMAN
|
||
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For
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SUMIT SINGH
|
||
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For
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LYNN V. RADAKOVICH
|
||
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For
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VANESSA A. WITTMAN
|
||
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For
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For
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2. Advisory vote to approve 2022 executive compensation.
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Issuer
|
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For
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For
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3. Ratification of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
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Issuer
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1 Year
|
1 Year
|
4. Advisory vote on the frequency of future non-binding advisory votes on the compensation paid by the Company to its named executive officers.
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Issuer
|
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Against
|
Against
|
5. Stockholder proposal requesting a non-binding stockholder vote to ratify termination pay of executives.
|
Security Holder
|
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Company Name
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Meeting Date
|
CUSIP
|
Ticker
|
|
BROADCOM INC
|
4/3/23
|
AVGO
|
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Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
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For
|
Director
|
Issuer
|
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For
|
1a. Election of Director: Diane M. Bryant
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||
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For
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1b. Election of Director: Gayla J. Delly
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For
|
1c. Election of Director: Raul J. Fernandez
|
||
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For
|
1d. Election of Director: Eddy W. Hartenstein
|
||
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For
|
1e. Election of Director: Check Kian Low
|
||
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For
|
1f. Election of Director: Justine F. Page
|
||
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For
|
1g. Election of Director: Henry Samueli
|
||
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For
|
1h. Election of Director: Hock E. Tan
|
||
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For
|
1i. Election of Director: Harry L. You
|
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For
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For
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2. Ratification of the appointment of Pricewaterhouse Coopers LLP as the independent registered public accounting firm of Broadcom for the fiscal year ending October 29, 2023.
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Issuer
|
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For
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For
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3. Approve an amendment and restatement of the 2012 Stock Incentive Plan.
|
Issuer
|
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For
|
For
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4. Advisory vote to approve the named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory vote on the frequency of the advisory vote on named executive officer compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CBRE GROUP, INC.
|
5/17/23
|
CBRE
|
|
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Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
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For
|
Director
|
Issuer
|
|
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For
|
1a. Election of Director: Brandon B. Boze
|
||
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For
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1b. Election of Director: Beth F. Cobert
|
||
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For
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1c. Election of Director: Reginald H. Gilyard
|
||
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For
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1d. Election of Director: Shira D. Goodman
|
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For
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1e. Election of Director: E.M. Blake Hutcheson
|
||
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For
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1f. Election of Director: Christopher T. Jenny
|
||
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For
|
1g. Election of Director: Gerardo I. Lopez
|
||
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For
|
1h. Election of Director: Susan Meaney
|
||
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For
|
1i. Election of Director: Oscar Munoz
|
||
|
For
|
1j. Election of Director: Robert E. Sulentic
|
||
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For
|
1k. Election of Director: Sanjiv Yajnik
|
||
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For
|
For
|
2. Ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve named executive officer compensation for 2022.
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Issuer
|
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1 Year
|
1 Year
|
4. Advisory vote to approve the frequency of future advisory votes on named executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding executive stock ownership retention.
|
Security Holder
|
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Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COPART, INC.
|
10/31/22
|
CPRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To approve an amendment and restatement of Copart, Inc.’s Certificate of Incorporation to increase the number of shares of our common stock authorized for issuance from 400,000,000 shares to
1,600,000,000 shares, primarily to facilitate a 2-for-1 split of the Company’s common stock in the form of a stock dividend (the “Authorized Share Increase Proposal”).
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Issuer
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For
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For
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2. To authorize the adjournment of the special meeting, if necessary, to solicit additional proxies if there are insufficient votes in favor of the Authorized Share Increase Proposal.
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Issuer
|
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Company Name
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Meeting Date
|
CUSIP
|
Ticker
|
|
COPART, INC.
|
12/2/22
|
CPRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Willis J. Johnson
|
||
|
For
|
1b. Election of Director: A. Jayson Adair
|
||
|
For
|
1c. Election of Director: Matt Blunt
|
||
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For
|
1d. Election of Director: Steven D. Cohan
|
||
|
For
|
1e. Election of Director: Daniel J. Englander
|
||
|
For
|
1f. Election of Director: James E. Meeks
|
||
|
For
|
1g. Election of Director: Thomas N. Tryforos
|
||
|
For
|
1h. Election of Director: Diane M. Morefield
|
||
|
For
|
1i. Election of Director: Stephen Fisher
|
||
|
For
|
1j. Election of Director: Cherylyn Harley LeBon
|
||
|
For
|
1k. Election of Director: Carl D. Sparks
|
||
|
For
|
For
|
2. Advisory (non-binding) stockholder vote on executive compensation (say-on-pay vote).
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DANAHER CORPORATION
|
5/9/23
|
DHR
|
|
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Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Rainer M. Blair
|
||
|
For
|
1b. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Feroz Dewan
|
||
|
For
|
1c. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Linda Filler
|
||
|
For
|
1d. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Teri List
|
||
|
For
|
1e. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Walter G. Lohr, Jr.
|
||
|
For
|
1f. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Jessica L. Mega, MD, MPH
|
||
|
For
|
1g. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Mitchell P. Rales
|
||
|
For
|
1h. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Steven M. Rales
|
||
|
For
|
1i. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Pardis C. Sabeti, MD, D. PHIL
|
||
|
For
|
1j. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: A. Shane Sanders
|
||
|
For
|
1k. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: John T. Schwieters
|
||
|
For
|
1l. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Alan G. Spoon
|
||
|
For
|
1m. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Raymond C. Stevens, Ph.D
|
||
|
For
|
1n. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Elias A. Zerhouni, MD
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as Danaher’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve on an advisory basis the Company’s named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To hold an advisory vote relating to the frequency of future shareholder advisory votes on the Company’s executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
5. To act upon a shareholder proposal requesting adoption of a policy separating the chair and CEO roles and requiring an independent Board Chair whenever possible.
|
Security Holder
|
|
Against
|
Against
|
6. To act upon a shareholder proposal requesting a report to shareholders on the effectiveness of the Company’s diversity, equity and inclusion efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DOUBLEVERIFY HOLDINGS, INC.
|
6/1/23
|
DV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
R. DAVIS NOELL
|
||
|
For
|
LUCY STAMELL DOBRIN
|
||
|
For
|
TERI L. LIST
|
||
|
1 Year
|
1 Year
|
2. Non-binding advisory vote on the frequency of future stockholder advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EDWARDS LIFESCIENCES CORPORATION
|
5/11/23
|
EW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Kieran T. Gallahue
|
||
|
For
|
1.2 Election of Director: Leslie S. Heisz
|
||
|
For
|
1.3 Election of Director: Paul A. LaViolette
|
||
|
For
|
1.4 Election of Director: Steven R. Loranger
|
||
|
For
|
1.5 Election of Director: Martha H. Marsh
|
||
|
For
|
1.6 Election of Director: Michael A. Mussallem
|
||
|
For
|
1.7 Election of Director: Ramona Sequeira
|
||
|
For
|
1.8 Election of Director: Nicholas J. Valeriani
|
||
|
For
|
1.9 Election of Director: Bernard J. Zovighian
|
||
|
For
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote to Approve Frequency of Future Advisory Votes on Named Executive Officer Compensation
|
Issuer
|
|
For
|
For
|
4. Ratification of Appointment of Independent Registered Public Accounting Firm
|
Issuer
|
|
For
|
For
|
5. Approval of Amendment of the Certificate of Incorporation to Provide for Exculpation of Officers
|
Issuer
|
|
Against
|
Against
|
6. Stockholder Proposal regarding Independent Board Chairman Policy
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ESTABLISHMENT LABS HOLDINGS INC.
|
5/24/23
|
ESTA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director to serve for a three-year term: Dennis Condon
|
||
|
For
|
1b. Election of Class II Director to serve for a three-year term: Leslie Gillin
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Marcum LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment and restatement of our amended and restated memorandum of association and articles of association to declassify the board of directors.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment and restatement of our amended and restated memorandum of association and articles of association to eliminate supermajority voting requirements.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FAIR ISAAC CORPORATION
|
3/1/23
|
FICO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until the 2024 Annual Meeting: Braden R. Kelly
|
||
|
For
|
1b. Election of Director to serve until the 2024 Annual Meeting: Fabiola R. Arredondo
|
||
|
For
|
1c. Election of Director to serve until the 2024 Annual Meeting: James D. Kirsner
|
||
|
For
|
1d. Election of Director to serve until the 2024 Annual Meeting: William J. Lansing
|
||
|
For
|
1e. Election of Director to serve until the 2024 Annual Meeting: Eva Manolis
|
||
|
For
|
1f. Election of Director to serve until the 2024 Annual Meeting: Marc F. McMorris
|
||
|
For
|
1g. Election of Director to serve until the 2024 Annual Meeting: Joanna Rees
|
||
|
For
|
1h. Election of Director to serve until the 2024 Annual Meeting: David A. Rey
|
||
|
For
|
For
|
2. To approve the advisory (non-binding) resolution relating to the named executive officer compensation as disclosed in the proxy statement.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory (non-binding) basis, the desired frequency of future advisory (non-binding) votes to approve our named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GLOBAL PAYMENTS INC.
|
4/27/23
|
GPN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: F. Thaddeus Arroyo
|
||
|
For
|
1b. Election of Director: Robert H.B. Baldwin, Jr.
|
||
|
For
|
1c. Election of Director: John G. Bruno
|
||
|
For
|
1d. Election of Director: Joia M. Johnson
|
||
|
For
|
1e. Election of Director: Ruth Ann Marshall
|
||
|
For
|
1f. Election of Director: Connie D. McDaniel
|
||
|
For
|
1g. Election of Director: Joseph H. Osnoss
|
||
|
For
|
1h. Election of Director: William B. Plummer
|
||
|
For
|
1i. Election of Director: Jeffrey S. Sloan
|
||
|
For
|
1j. Election of Director: John T. Turner
|
||
|
For
|
1k. Election of Director: M. Troy Woods
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of our named executive officers for 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Advisory shareholder proposal on shareholder ratification of termination pay.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
IDEXX LABORATORIES, INC.
|
5/17/23
|
IDXX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director (Proposal One): Daniel M. Junius
|
||
|
For
|
1b. Election of Director (Proposal One): Lawrence D. Kingsley
|
||
|
For
|
1c. Election of Director (Proposal One): Sophie V. Vandebroek, PhD
|
||
|
For
|
For
|
2. Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting
firm for the current fiscal year (Proposal Two).
|
Issuer
|
|
For
|
For
|
3. Advisory Vote on Executive Compensation. To approve a nonbinding advisory resolution on the Company’s executive compensation (Proposal Three).
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Advisory Votes on Executive Compensation. To recommend, by nonbinding advisory vote, the frequency of future advisory votes on the Company’s executive
compensation (Proposal Four).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ILLUMINA, INC.
|
5/25/23
|
ILMN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ICAHN NOMINEE: Vincent J. Intrieri
|
||
|
For
|
1b. ICAHN NOMINEE: Jesse A. Lynn
|
||
|
For
|
1c. ICAHN NOMINEE: Andrew J. Teno
|
||
|
For
|
1d. ACCEPTABLE COMPANY NOMINEE: Frances Arnold
|
||
|
For
|
1e. ACCEPTABLE COMPANY NOMINEE: Caroline D. Dorsa
|
||
|
For
|
1f. ACCEPTABLE COMPANY NOMINEE: Scott Gottlieb
|
||
|
For
|
1g. ACCEPTABLE COMPANY NOMINEE: Gary S. Guthart
|
||
|
For
|
1h. ACCEPTABLE COMPANY NOMINEE: Philip W. Schiller
|
||
|
For
|
1i. ACCEPTABLE COMPANY NOMINEE: Susan E. Siegel
|
||
|
Withhold
|
1j. OPPOSED COMPANY NOMINEE: Francis A. deSouza
|
||
|
Withhold
|
1k. OPPOSED COMPANY NOMINEE: Robert S. Epstein
|
||
|
Withhold
|
1l. OPPOSED COMPANY NOMINEE: John W. Thompson
|
||
|
For
|
For
|
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS ILLUMINA’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2023.
|
Issuer
|
|
Against
|
Against
|
3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE “NAMED EXECUTIVE OFFICERS” AS DISCLOSED IN THE COMPANY’S PROXY STATEMENT.
|
Issuer
|
|
1 Year
|
1 Year
|
4. TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY OF HOLDING AN ADVISORY VOTE TO APPROVE THE COMPENSATION PROVIDED TO THE COMPANY’S “NAMED EXECUTIVE OFFICERS”.
|
Issuer
|
|
For
|
None
|
5. To approve certain amendments to the Illumina, Inc. 2015 Stock and Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTUIT INC.
|
1/19/23
|
INTU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Eve Burton
|
||
|
For
|
1b. Election of Director: Scott D. Cook
|
||
|
For
|
1c. Election of Director: Richard L. Dalzell
|
||
|
For
|
1d. Election of Director: Sasan K. Goodarzi
|
||
|
For
|
1e. Election of Director: Deborah Liu
|
||
|
For
|
1f. Election of Director: Tekedra Mawakana
|
||
|
For
|
1g. Election of Director: Suzanne Nora Johnson
|
||
|
For
|
1h. Election of Director: Thomas Szkutak
|
||
|
For
|
1i. Election of Director: Raul Vazquez
|
||
|
Against
|
For
|
2. Advisory vote to approve Intuit’s executive compensation (say-on-pay)
|
Issuer
|
|
For
|
For
|
3. Ratification of the selection of Ernst & Young LLP as Intuit’s independent registered public accounting firm for the fiscal year ending July 31, 2023
|
Issuer
|
|
For
|
For
|
4. Approval of the Amended and Restated Employee Stock Purchase Plan to increase the share reserve by an additional 2,000,000 shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTUITIVE SURGICAL, INC.
|
4/27/23
|
ISRG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Craig H. Barratt, Ph.D.
|
||
|
For
|
1b. Election of Director: Joseph C. Beery
|
||
|
For
|
1c. Election of Director: Gary S. Guthart, Ph.D.
|
||
|
For
|
1d. Election of Director: Amal M. Johnson
|
||
|
For
|
1e. Election of Director: Don R. Kania, Ph.D.
|
||
|
For
|
1f. Election of Director: Amy L. Ladd, M.D.
|
||
|
For
|
1g. Election of Director: Keith R. Leonard, Jr.
|
||
|
For
|
1h. Election of Director: Alan J. Levy, Ph.D.
|
||
|
For
|
1i. Election of Director: Jami Dover Nachtsheim
|
||
|
For
|
1j. Election of Director: Monica P. Reed, M.D.
|
||
|
For
|
1k. Election of Director: Mark J. Rubash
|
||
|
For
|
For
|
2. To approve, by advisory vote, the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, by advisory vote, the frequency of the advisory vote on the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
For
|
For
|
4. The ratification of appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. The stockholder proposal regarding pay equity disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JAZZ PHARMACEUTICALS PLC
|
7/28/22
|
JAZZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2025 Annual General Meeting: Jennifer E. Cook
|
||
|
For
|
1b. Election of Director to hold office until the 2025 Annual General Meeting: Patrick G. Enright
|
||
|
For
|
1c. Election of Director to hold office until the 2025 Annual General Meeting: Seamus Mulligan
|
||
|
For
|
1d. Election of Director to hold office until the 2025 Annual General Meeting: Norbert G. Riedel, Ph.D.
|
||
|
For
|
For
|
2. To ratify, on a non-binding advisory basis, the appointment of KPMG as the independent auditors of Jazz Pharmaceuticals plc for the fiscal year ending December 31, 2022 and to authorize, in a
binding vote, the Board of Directors, acting through the audit committee, to determine KPMG’s remuneration.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of Jazz Pharmaceuticals plc’s named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
For
|
For
|
4. To grant the Board of Directors authority under Irish law to allot and issue ordinary shares for cash without first offering those ordinary shares to existing shareholders pursuant to the
statutory pre-emption right that would otherwise apply.
|
Issuer
|
|
For
|
For
|
5. To approve any motion to adjourn the Annual General Meeting, or any adjournments thereof, to another time and place to solicit additional proxies if there are insufficient votes at the time of
the Annual General Meeting to approve Proposal 4.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
7/25/22
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A ELECT DIRECTOR STEPHEN F. ANGEL
|
||
|
For
|
1B ELECT DIRECTOR SANJIV LAMBA
|
||
|
For
|
1C ELECT DIRECTOR ANN-KRISTIN ACHLEITNER
|
||
|
For
|
1D ELECT DIRECTOR THOMAS ENDERS
|
||
|
For
|
1E ELECT DIRECTOR EDWARD G. GALANTE
|
||
|
For
|
1F ELECT DIRECTOR JOE KAESER
|
||
|
For
|
1G ELECT DIRECTOR VICTORIA E. OSSADNIK
|
||
|
For
|
1H ELECT DIRECTOR MARTIN H. RICHENHAGEN
|
||
|
For
|
1I ELECT DIRECTOR ALBERTO WEISSER
|
||
|
For
|
1J ELECT DIRECTOR ROBERT L. WOOD
|
||
|
For
|
For
|
2A RATIFY PRICEWATERHOUSECOOPERS AS AUDITORS
|
Issuer
|
|
For
|
For
|
2B AUTHORISE BOARD TO FIX REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
3 ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS’ COMPENSATION
|
Issuer
|
|
For
|
For
|
4 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
5 DETERMINE PRICE RANGE FOR REISSUANCE OF TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 ADOPT SIMPLE MAJORITY VOTE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 AMEND ARTICLES OF ASSOCIATION
|
Issuer
|
|
For
|
For
|
3 APPROVE COMMON DRAFT TERMS OF MERGER
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 THAT THE SCHEME IN ITS ORIGINAL FORM OR WITH OR SUBJECT TO ANY MODIFICATION(S), ADDITION(S) OR CONDITION(S) APPROVED OR IMPOSED BY THE IRISH HIGH COURT
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MASTERCARD INCORPORATED
|
6/27/23
|
MA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Merit E. Janow
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Candido Bracher
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Richard K. Davis
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Julius Genachowski
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Choon Phong Goh
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Oki Matsumoto
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Michael Miebach
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Youngme Moon
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Rima Qureshi
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Harit Talwar
|
||
|
For
|
1l. ELECTION OF DIRECTOR: Lance Uggla
|
||
|
For
|
For
|
2. Advisory approval of Mastercard’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of Mastercard Incorporated Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2023.
|
Issuer
|
|
Against
|
Against
|
6. Consideration of a stockholder proposal requesting a report on ensuring respect for civil liberties.
|
Security Holder
|
|
Against
|
Against
|
7. Consideration of a stockholder proposal requesting a report on Mastercard’s stance on new Merchant Category Code.
|
Security Holder
|
|
Against
|
Against
|
8. Consideration of a stockholder proposal requesting lobbying disclosure.
|
Security Holder
|
|
Against
|
Against
|
9. Consideration of a stockholder proposal requesting stockholders approve advance notice bylaw amendments.
|
Security Holder
|
|
Against
|
Against
|
10. Consideration of a stockholder proposal requesting a report on the cost-benefit analysis of diversity and inclusion efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
META PLATFORMS, INC.
|
5/31/23
|
META
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PEGGY ALFORD
|
||
|
For
|
MARC L. ANDREESSEN
|
||
|
For
|
ANDREW W. HOUSTON
|
||
|
For
|
NANCY KILLEFER
|
||
|
For
|
ROBERT M. KIMMITT
|
||
|
For
|
SHERYL K. SANDBERG
|
||
|
For
|
TRACEY T. TRAVIS
|
||
|
For
|
TONY XU
|
||
|
For
|
MARK ZUCKERBERG
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Meta Platforms, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
3. A shareholder proposal regarding government takedown requests.
|
Security Holder
|
|
Against
|
Against
|
4. A shareholder proposal regarding dual class capital structure.
|
Security Holder
|
|
Against
|
Against
|
5. A shareholder proposal regarding human rights impact assessment of targeted advertising.
|
Security Holder
|
|
Against
|
Against
|
6. A shareholder proposal regarding report on lobbying disclosures.
|
Security Holder
|
|
Against
|
Against
|
7. A shareholder proposal regarding report on allegations of political entanglement and content management biases in India.
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal regarding report on framework to assess company lobbying alignment with climate goals.
|
Security Holder
|
|
Against
|
Against
|
9. A shareholder proposal regarding report on reproductive rights and data privacy.
|
Security Holder
|
|
Against
|
Against
|
10. A shareholder proposal regarding report on enforcement of Community Standards and user content.
|
Security Holder
|
|
Against
|
Against
|
11. A shareholder proposal regarding report on child safety impacts and actual harm reduction to children.
|
Security Holder
|
|
Against
|
Against
|
12. A shareholder proposal regarding report on pay calibration to externalized costs.
|
Security Holder
|
|
Against
|
Against
|
13. A shareholder proposal regarding performance review of the audit & risk oversight committee.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MICROSOFT CORPORATION
|
12/13/22
|
MSFT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Reid G. Hoffman
|
||
|
For
|
1b. Election of Director: Hugh F. Johnston
|
||
|
For
|
1c. Election of Director: Teri L. List
|
||
|
For
|
1d. Election of Director: Satya Nadella
|
||
|
For
|
1e. Election of Director: Sandra E. Peterson
|
||
|
For
|
1f. Election of Director: Penny S. Pritzker
|
||
|
For
|
1g. Election of Director: Carlos A. Rodriguez
|
||
|
For
|
1h. Election of Director: Charles W. Scharf
|
||
|
For
|
1i. Election of Director: John W. Stanton
|
||
|
For
|
1j. Election of Director: John W. Thompson
|
||
|
For
|
1k. Election of Director: Emma N. Walmsley
|
||
|
For
|
1l. Election of Director: Padmasree Warrior
|
||
|
Against
|
For
|
2. Advisory vote to approve named executive officer compensation
|
Issuer
|
|
For
|
For
|
3. Ratification of the Selection of Deloitte & Touche LLP as our Independent Auditor for Fiscal Year 2023
|
Issuer
|
|
Against
|
Against
|
4. Shareholder Proposal - Cost/Benefit Analysis of Diversity and Inclusion
|
Security Holder
|
|
Against
|
Against
|
5. Shareholder Proposal - Report on Hiring of Persons with Arrest or Incarceration Records
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Report on Investment of Retirement Funds in Companies Contributing to Climate Change
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Report on Government Use of Microsoft Technology
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal - Report on Development of Products for Military
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal - Report on Tax Transparency
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NIKE, INC.
|
9/9/22
|
NKE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class B Director: Alan B. Graf, Jr.
|
||
|
For
|
1b. Election of Class B Director: Peter B. Henry
|
||
|
For
|
1c. Election of Class B Director: Michelle A. Peluso
|
||
|
For
|
For
|
2. To approve executive compensation by an advisory vote.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
4. To approve the amendment of the NIKE, Inc. Employee Stock Purchase Plan to increase authorized shares.
|
Issuer
|
|
Against
|
Against
|
5. To consider a shareholder proposal regarding a policy on China sourcing, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NVIDIA CORPORATION
|
6/22/23
|
NVDA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Robert K. Burgess
|
||
|
For
|
1b. Election of Director: Tench Coxe
|
||
|
For
|
1c. Election of Director: John O. Dabiri
|
||
|
For
|
1d. Election of Director: Persis S. Drell
|
||
|
For
|
1e. Election of Director: Jen-Hsun Huang
|
||
|
For
|
1f. Election of Director: Dawn Hudson
|
||
|
For
|
1g. Election of Director: Harvey C. Jones
|
||
|
For
|
1h. Election of Director: Michael G. McCaffery
|
||
|
For
|
1i. Election of Director: Stephen C. Neal
|
||
|
For
|
1j. Election of Director: Mark L. Perry
|
||
|
For
|
1k. Election of Director: A. Brooke Seawell
|
||
|
For
|
1l. Election of Director: Aarti Shah
|
||
|
For
|
1m. Election of Director: Mark A. Stevens
|
||
|
For
|
For
|
2. Advisory approval of our executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of holding an advisory vote on our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OPEN LENDING CORPORATION
|
5/24/23
|
LPRO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class III Director for a three-year term: John J. Flynn
|
||
|
For
|
1.2 Election of Class III Director for a three-year term: Keith A. Jezek
|
||
|
For
|
1.3 Election of Class III Director for a three-year term: Jessica Snyder
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To hold a nonbinding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PALO ALTO NETWORKS, INC.
|
12/13/22
|
PANW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Dr. Helene D. Gayle
|
||
|
For
|
1b. Election of Class II Director: James J. Goetz
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending July 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the 2021 Palo Alto Networks, Inc. Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PAYPAL HOLDINGS, INC.
|
5/24/23
|
PYPL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Rodney C. Adkins
|
||
|
For
|
1b. Election of Director: Jonathan Christodoro
|
||
|
For
|
1c. Election of Director: John J. Donahoe
|
||
|
For
|
1d. Election of Director: David W. Dorman
|
||
|
For
|
1e. Election of Director: Belinda J. Johnson
|
||
|
For
|
1f. Election of Director: Enrique Lores
|
||
|
For
|
1g. Election of Director: Gail J. McGovern
|
||
|
For
|
1h. Election of Director: Deborah M. Messemer
|
||
|
For
|
1i. Election of Director: David M. Moffett
|
||
|
For
|
1j. Election of Director: Ann M. Sarnoff
|
||
|
For
|
1k. Election of Director: Daniel H. Schulman
|
||
|
For
|
1l. Election of Director: Frank D. Yeary
|
||
|
For
|
For
|
2. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
For
|
For
|
3. Approval of the PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as Amended and Restated.
|
Issuer
|
|
For
|
For
|
4. Ratification of the Appointment of PricewaterhouseCoopers LLP as Our Independent Auditor for 2023.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder Proposal - Provision of Services in Conflict Zones.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder Proposal - Reproductive Rights and Data Privacy.
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder Proposal - PayPal Transparency Reports.
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder Proposal - Report on Ensuring Respect for Civil Liberties.
|
Security Holder
|
|
For
|
Against
|
9. Stockholder Proposal - Adopt Majority Vote Standard for Director Elections.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PROGYNY, INC.
|
5/24/23
|
PGNY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Lloyd Dean
|
||
|
For
|
1.2 Election of Director: Kevin Gordon
|
||
|
For
|
1.3 Election of Director: Cheryl Scott
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
Against
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of Progyny, Inc.’s named executive officers
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
S&P GLOBAL INC.
|
5/3/23
|
SPGI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Marco Alverà
|
||
|
For
|
1B. Election of Director: Jacques Esculier
|
||
|
For
|
1C. Election of Director: Gay Huey Evans
|
||
|
For
|
1D. Election of Director: William D. Green
|
||
|
For
|
1E. Election of Director: Stephanie C. Hill
|
||
|
For
|
1F. Election of Director: Rebecca Jacoby
|
||
|
For
|
1G. Election of Director: Robert P. Kelly
|
||
|
For
|
1H. Election of Director: Ian P. Livingston
|
||
|
For
|
1I. Election of Director: Deborah D. McWhinney
|
||
|
For
|
1J. Election of Director: Maria R. Morris
|
||
|
For
|
1K. Election of Director: Douglas L. Peterson
|
||
|
For
|
1L. Election of Director: Richard E. Thornburgh
|
||
|
For
|
1M. Election of Director: Gregory Washington
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an advisory basis, the frequency on which the Company conducts an advisory vote on the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of Ernst & Young LLP as the Company’s independent auditor for 2023;
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SALESFORCE, INC.
|
6/8/23
|
CRM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Marc Benioff
|
||
|
For
|
1b. Election of Director: Laura Alber
|
||
|
For
|
1c. Election of Director: Craig Conway
|
||
|
For
|
1d. Election of Director: Arnold Donald
|
||
|
For
|
1e. Election of Director: Parker Harris
|
||
|
For
|
1f. Election of Director: Neelie Kroes
|
||
|
For
|
1g. Election of Director: Sachin Mehra
|
||
|
For
|
1h. Election of Director: Mason Morfit
|
||
|
For
|
1i. Election of Director: Oscar Munoz
|
||
|
For
|
1j. Election of Director: John V. Roos
|
||
|
For
|
1k. Election of Director: Robin Washington
|
||
|
For
|
1l. Election of Director: Maynard Webb
|
||
|
For
|
1m. Election of Director: Susan Wojcicki
|
||
|
For
|
For
|
2. Amendment and restatement of our 2013 Equity Incentive Plan to increase the number of shares reserved for issuance.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
Against
|
For
|
4. An advisory vote to approve the fiscal 2023 compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. An advisory vote on the frequency of holding future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
Against
|
6. A stockholder proposal requesting a policy to require the Chair of the Board be an independent member of the Board and not a former CEO of the Company, if properly presented at the meeting.
|
Security Holder
|
|
Against
|
Against
|
7. A stockholder proposal requesting a policy to forbid all Company directors from sitting on any other boards, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
|
4/5/23
|
SLB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Peter Coleman
|
||
|
For
|
1b. Election of Director: Patrick de La Chevardière
|
||
|
For
|
1c. Election of Director: Miguel Galuccio
|
||
|
For
|
1d. Election of Director: Olivier Le Peuch
|
||
|
For
|
1e. Election of Director: Samuel Leupold
|
||
|
For
|
1f. Election of Director: Tatiana Mitrova
|
||
|
For
|
1g. Election of Director: Maria Moraeus Hanssen
|
||
|
For
|
1h. Election of Director: Vanitha Narayanan
|
||
|
For
|
1i. Election of Director: Mark Papa
|
||
|
For
|
1j. Election of Director: Jeff Sheets
|
||
|
For
|
1k. Election of Director: Ulrich Spiesshofer
|
||
|
1 Year
|
1 Year
|
2. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Abstain
|
For
|
3. Advisory approval of our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of our consolidated balance sheet at December 31, 2022; our consolidated statement of income for the year ended December 31, 2022; and the declarations of dividends by our Board of
Directors in 2022, as reflected in our 2022 Annual Report to Shareholders.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SERVICENOW, INC.
|
6/1/23
|
NOW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Susan L. Bostrom
|
||
|
For
|
1b. Election of Director: Teresa Briggs
|
||
|
For
|
1c. Election of Director: Jonathan C. Chadwick
|
||
|
For
|
1d. Election of Director: Paul E. Chamberlain
|
||
|
For
|
1e. Election of Director: Lawrence J. Jackson, Jr.
|
||
|
For
|
1f. Election of Director: Frederic B. Luddy
|
||
|
For
|
1g. Election of Director: William R. McDermott
|
||
|
For
|
1h. Election of Director: Jeffrey A. Miller
|
||
|
For
|
1i. Election of Director: Joseph “Larry” Quinlan
|
||
|
For
|
1j. Election of Director: Anita M. Sands
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our Named Executive Officers (“Say-on-Pay”).
|
Issuer
|
|
For
|
For
|
3. To ratify PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
4. To approve the Amended and Restated 2021 Equity Incentive Plan to increase the number of shares reserved for issuance.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE HOME DEPOT, INC.
|
5/18/23
|
HD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Gerard J. Arpey
|
||
|
For
|
1b. Election of Director: Ari Bousbib
|
||
|
For
|
1c. Election of Director: Jeffery H. Boyd
|
||
|
For
|
1d. Election of Director: Gregory D. Brenneman
|
||
|
For
|
1e. Election of Director: J. Frank Brown
|
||
|
For
|
1f. Election of Director: Albert P. Carey
|
||
|
For
|
1g. Election of Director: Edward P. Decker
|
||
|
For
|
1h. Election of Director: Linda R. Gooden
|
||
|
For
|
1i. Election of Director: Wayne M. Hewett
|
||
|
For
|
1j. Election of Director: Manuel Kadre
|
||
|
For
|
1k. Election of Director: Stephanie C. Linnartz
|
||
|
For
|
1l. Election of Director: Paula Santilli
|
||
|
For
|
1m. Election of Director: Caryn Seidman-Becker
|
||
|
For
|
For
|
2. Ratification of the Appointment of KPMG LLP
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Executive Compensation (“Say-on-Pay”)
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Future Say-on-Pay Votes
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal Regarding Amendment of Shareholder Written Consent Right
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal Regarding Independent Board Chair
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal Regarding Political Contributions Congruency Analysis
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal Regarding Rescission of Racial Equity Audit Proposal Vote
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal Regarding Senior Management Commitment to Avoid Political Speech
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THERMO FISHER SCIENTIFIC INC.
|
5/24/23
|
TMO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Marc N. Casper
|
||
|
For
|
1b. Election of Director: Nelson J. Chai
|
||
|
For
|
1c. Election of Director: Ruby R. Chandy
|
||
|
For
|
1d. Election of Director: C. Martin Harris
|
||
|
For
|
1e. Election of Director: Tyler Jacks
|
||
|
For
|
1f. Election of Director: R. Alexandra Keith
|
||
|
For
|
1g. Election of Director: James C. Mullen
|
||
|
For
|
1h. Election of Director: Lars R. Sørensen
|
||
|
For
|
1i. Election of Director: Debora L. Spar
|
||
|
For
|
1j. Election of Director: Scott M. Sperling
|
||
|
For
|
1k. Election of Director: Dion J. Weisler
|
||
|
For
|
For
|
2. An advisory vote to approve named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. An advisory vote on the frequency of future named executive officer advisory votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the Audit Committee’s selection of PricewaterhouseCoopers LLP as the Company’s independent auditors for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of the Company’s Amended and Restated 2013 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
6. Approval of the Company’s 2023 Global Employee Stock Purchase Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRANSUNION
|
5/4/23
|
TRU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: George M. Awad
|
||
|
For
|
1b. Election of Director: William P. (Billy) Bosworth
|
||
|
For
|
1c. Election of Director: Christopher A. Cartwright
|
||
|
For
|
1d. Election of Director: Suzanne P. Clark
|
||
|
For
|
1e. Election of Director: Hamidou Dia
|
||
|
For
|
1f. Election of Director: Russell P. Fradin
|
||
|
For
|
1g. Election of Director: Charles E. Gottdiener
|
||
|
For
|
1h. Election of Director: Pamela A. Joseph
|
||
|
For
|
1i. Election of Director: Thomas L. Monahan, III
|
||
|
For
|
1j. Election of Director: Ravi Kumar Singisetti
|
||
|
For
|
1k. Election of Director: Linda K. Zukauckas
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers LLP as TransUnion’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of TransUnion’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UBER TECHNOLOGIES, INC.
|
5/8/23
|
UBER
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Ronald Sugar
|
||
|
For
|
1b. Election of Director: Revathi Advaithi
|
||
|
For
|
1c. Election of Director: Ursula Burns
|
||
|
For
|
1d. Election of Director: Robert Eckert
|
||
|
For
|
1e. Election of Director: Amanda Ginsberg
|
||
|
For
|
1f. Election of Director: Dara Khosrowshahi
|
||
|
For
|
1g. Election of Director: Wan Ling Martello
|
||
|
For
|
1h. Election of Director: John Thain
|
||
|
For
|
1i. Election of Director: David Trujillo
|
||
|
For
|
1j. Election of Director: Alexander Wynaendts
|
||
|
For
|
For
|
2. Advisory vote to approve 2022 named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
Against
|
4. Stockholder proposal to prepare an independent third-party audit on Driver health and safety.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNION PACIFIC CORPORATION
|
5/18/23
|
UNP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: William J. DeLaney
|
||
|
For
|
1b. Election of Director: David B. Dillon
|
||
|
For
|
1c. Election of Director: Sheri H. Edison
|
||
|
For
|
1d. Election of Director: Teresa M. Finley
|
||
|
For
|
1e. Election of Director: Lance M. Fritz
|
||
|
For
|
1f. Election of Director: Deborah C. Hopkins
|
||
|
For
|
1g. Election of Director: Jane H. Lute
|
||
|
For
|
1h. Election of Director: Michael R. McCarthy
|
||
|
For
|
1i. Election of Director: Jose H. Villarreal
|
||
|
For
|
1j. Election of Director: Christopher J. Williams
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for 2023.
|
Issuer
|
|
For
|
For
|
3. An advisory vote to approve executive compensation (“Say On Pay”).
|
Issuer
|
|
1 Year
|
1 Year
|
4. An advisory vote on the frequency of future advisory votes on executive compensation (“Say on Frequency”).
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal regarding independent board chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal requesting an amendment to our Bylaws to require shareholder approval for certain future amendments.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal requesting a paid sick leave policy.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNITEDHEALTH GROUP INCORPORATED
|
6/5/23
|
UNH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Timothy Flynn
|
||
|
For
|
1b. Election of Director: Paul Garcia
|
||
|
For
|
1c. Election of Director: Kristen Gil
|
||
|
For
|
1d. Election of Director: Stephen Hemsley
|
||
|
For
|
1e. Election of Director: Michele Hooper
|
||
|
For
|
1f. Election of Director: F. William McNabb III
|
||
|
For
|
1g. Election of Director: Valerie Montgomery Rice, M.D.
|
||
|
For
|
1h. Election of Director: John Noseworthy, M.D.
|
||
|
For
|
1i. Election of Director: Andrew Witty
|
||
|
For
|
For
|
2. Advisory approval of the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of holding future say-on-pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal seeking a third-party racial equity audit.
|
Security Holder
|
|
Against
|
Against
|
6. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal requiring a political contributions congruency report.
|
Security Holder
|
|
Against
|
Against
|
7. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal seeking shareholder ratification of termination pay.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VEEVA SYSTEMS INC.
|
6/21/23
|
VEEV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until the annual meeting to be held in 2024: Tim Cabral
|
||
|
For
|
1b. Election of Director to serve until the annual meeting to be held in 2024: Mark Carges
|
||
|
For
|
1c. Election of Director to serve until the annual meeting to be held in 2024: Peter P. Gassner
|
||
|
For
|
1d. Election of Director to serve until the annual meeting to be held in 2024: Mary Lynne Hedley
|
||
|
For
|
1e. Election of Director to serve until the annual meeting to be held in 2024: Priscilla Hung
|
||
|
For
|
1f. Election of Director to serve until the annual meeting to be held in 2024: Tina Hunt
|
||
|
For
|
1g. Election of Director to serve until the annual meeting to be held in 2024: Marshall Mohr
|
||
|
For
|
1h. Election of Director to serve until the annual meeting to be held in 2024: Gordon Ritter
|
||
|
For
|
1i. Election of Director to serve until the annual meeting to be held in 2024: Paul Sekhri
|
||
|
For
|
1j. Election of Director to serve until the annual meeting to be held in 2024: Matthew J. Wallach
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve an amendment and restatement of our Certificate of Incorporation to eliminate inoperative provisions and update certain other miscellaneous provisions, to take effect on or after
October 15, 2023.
|
Issuer
|
|
Against
|
Against
|
4. To vote on a shareholder proposal to require shareholder approval for certain advance notice bylaw amendments, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERISK ANALYTICS, INC.
|
5/17/23
|
VRSK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Vincent K. Brooks
|
||
|
For
|
1b. Election of Director: Jeffrey Dailey
|
||
|
For
|
1c. Election of Director: Wendy Lane
|
||
|
For
|
1d. Election of Director: Lee M. Shavel
|
||
|
For
|
1e. Election of Director: Kimberly S. Stevenson
|
||
|
For
|
1f. Election of Director: Olumide Soroye
|
||
|
For
|
For
|
2. To approve executive compensation on an advisory, non-binding basis.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend the frequency of executive compensation votes on an advisory, non-binding basis.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Deloitte & Touche LLP as our independent auditor for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VISA INC.
|
1/24/23
|
V
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Lloyd A. Carney
|
||
|
For
|
1b. Election of Director: Kermit R. Crawford
|
||
|
For
|
1c. Election of Director: Francisco Javier Fernández-Carbajal
|
||
|
For
|
1d. Election of Director: Alfred F. Kelly, Jr.
|
||
|
For
|
1e. Election of Director: Ramon Laguarta
|
||
|
For
|
1f. Election of Director: Teri L. List
|
||
|
For
|
1g. Election of Director: John F. Lundgren
|
||
|
For
|
1h. Election of Director: Denise M. Morrison
|
||
|
For
|
1i. Election of Director: Linda J. Rendle
|
||
|
For
|
1j. Election of Director: Maynard G. Webb, Jr.
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation paid to our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To hold an advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. To vote on a stockholder proposal requesting an independent board chair policy.
|
Security Holder
|
|
Name Of Fund:
|
Buffalo High Yield Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Name Of Fund:
|
Buffalo International Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABB LTD
|
9/7/22
|
ABB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Approval of the Spin-off of Accelleron Industries Ltd by Way of a Special Dividend
|
Issuer
|
|
For
|
For
|
2. In case of additional or alternative proposals to the published agenda items during the Extraordinary General Shareholders Meeting or of new agenda items, I authorize the independent proxy to
act
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABB LTD
|
3/23/23
|
ABB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Against
|
For
|
1 Approval of the management report, the consolidated financial statements and the annual financial statements for 2022
|
Issuer
|
|
Against
|
For
|
2 Consultative vote on the 2022 Compensation Report
|
Issuer
|
|
Against
|
For
|
3 Discharge of the Board of Directors and the persons entrusted with management
|
Issuer
|
|
Against
|
For
|
4 Appropriation of earnings
|
Issuer
|
|
Against
|
For
|
5.1 Amendments to the Articles of Incorporation: Shares and Capital Structure
|
Issuer
|
|
Against
|
For
|
5.2 Amendments to the Articles of Incorporation: Restrictions on Registration
|
Issuer
|
|
Against
|
For
|
5.3 Amendments to the Articles of Incorporation: General Meeting of Shareholders
|
Issuer
|
|
Against
|
For
|
5.4 Amendments to the Articles of Incorporation: Virtual General Meeting of Shareholders
|
Issuer
|
|
Against
|
For
|
5.5 Amendments to the Articles of Incorporation: Board of Directors and Compensation
|
Issuer
|
|
Against
|
For
|
6 Capital Band
|
Issuer
|
|
Against
|
For
|
7.1 Binding vote on the maximum aggregate amount of compensation of the Board of Directors for the next term of office, i.e. from the 2023 Annual General Meeting to the 2024 Annual General
Meeting
|
Issuer
|
|
Against
|
For
|
7.2 Binding vote on the maximum aggregate amount of compensation of the Executive Committee for the following financial year, i.e. 2024
|
Issuer
|
|
Issuer
|
|||
|
Against
|
8a Election of Director: Gunnar Brock
|
Issuer
|
|
|
Against
|
8b Election of Director: David Constable
|
Issuer
|
|
|
Against
|
8c Election of Director: Frederico Fleury Curado
|
Issuer
|
|
|
Against
|
8d Election of Director: Lars Förberg
|
Issuer
|
|
|
Against
|
8e Election of Director: Denise Johnson
|
Issuer
|
|
|
Against
|
8f Election of Director: Jennifer Xin-Zhe Li
|
Issuer
|
|
|
Against
|
8g Election of Director: Geraldine Matchett
|
Issuer
|
|
|
Against
|
8h Election of Director: David Meline
|
Issuer
|
|
|
Against
|
8i Election of Director: Jacob Wallenberg
|
Issuer
|
|
|
Against
|
8j Election of Director and Chairman: Peter Voser
|
Issuer
|
|
|
Issuer
|
|||
|
Against
|
For
|
9.1 Election to the Compensation Committee: David Constable (as Director)
|
Issuer
|
|
Against
|
For
|
9.2 Election to the Compensation Committee: Frederico Fleury Curado (as Director)
|
Issuer
|
|
Against
|
For
|
9.3 Election to the Compensation Committee: Jennifer Xin-Zhe Li (as Director)
|
Issuer
|
|
Against
|
For
|
10 Election of the independent proxy, Zehnder Bolliger & Partner
|
Issuer
|
|
Against
|
For
|
11 Election of the auditors, KPMG AG
|
Issuer
|
|
Against
|
None
|
12 In case of additional or alternative proposals to the published agenda items or new agenda items during the Annual General Meeting, I instruct the independent proxy to act.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADYEN N.V.
|
5/11/23
|
ADYEN.NA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2.b. ADOPTION OF THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR 2022
|
Issuer
|
|
For
|
For
|
2.d. ADVISE ON THE REMUNERATION REPORT OVER THE FINANCIAL YEAR 2022 (ADVISORY VOTING ITEM)
|
Issuer
|
|
For
|
For
|
2.e. DETERMINATION OF THE REMUNERATION POLICY FOR THE MANAGEMENT BOARD
|
Issuer
|
|
For
|
For
|
2.f. DETERMINATION OF THE REMUNERATION POLICY FOR THE SUPERVISORY BOARD
|
Issuer
|
|
For
|
For
|
2.g. APPROVAL OF AN INCREASED CAP ON VARIABLE REMUNERATION FOR STAFF MEMBERS WHO PREDOMINANTLY PERFORM THEIR WORK OUTSIDE THE EUROPEAN ECONOMIC AREA TO 200% OF FIXED REMUNERATION
|
Issuer
|
|
For
|
For
|
3. DISCHARGE OF THE MANAGEMENT BOARD MEMBERS
|
Issuer
|
|
For
|
For
|
4. DISCHARGE OF THE SUPERVISORY BOARD MEMBERS
|
Issuer
|
|
For
|
5. REAPPOINTMENT OF INGO UYTDEHAAGE AS MEMBER OF THE MANAGEMENT BOARD WITH THE TITLE CO-CHIEF EXECUTIVE OFFICER
|
||
|
For
|
6. REAPPOINTMENT OF MARIETTE SWART AS MEMBER OF THE MANAGEMENT BOARD WITH THE TITLE CHIEF RISK AND COMPLIANCE OFFICER
|
||
|
For
|
7. APPOINTMENT OF BROOKE NAYDEN AS MEMBER OF THE MANAGEMENT BOARD WITH THE TITLE CHIEF HUMAN RESOURCES OFFICER
|
||
|
For
|
8. APPOINTMENT OF ETHAN TANDOWSKY AS MEMBER OF THE MANAGEMENT BOARD WITH THE TITLE CHIEF FINANCIAL OFFICER
|
||
|
For
|
9. REAPPOINTMENT OF PAMELA JOSEPH AS MEMBER OF THE SUPERVISORY BOARD
|
||
|
For
|
10. REAPPOINTMENT OF JOEP VAN BEURDEN AS MEMBER OF THE SUPERVISORY BOARD
|
||
|
For
|
For
|
11. AMENDMENT TO THE ARTICLES OF ASSOCIATION OF THE COMPANY
|
Issuer
|
|
For
|
For
|
12. AUTHORITY TO ISSUE SHARES
|
Issuer
|
|
For
|
For
|
13. AUTHORITY TO RESTRICT OR EXCLUDE PRE-EMPTIVE RIGHTS
|
Issuer
|
|
For
|
For
|
14. AUTHORITY TO ACQUIRE OWN SHARES
|
Issuer
|
|
For
|
For
|
15. REAPPOINTMENT OF THE AUDITOR
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AIR LIQUIDE SA
|
5/3/23
|
AI.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022; SETTING OF THE DIVIDEND
|
Issuer
|
|
For
|
For
|
4 AUTHORISATION GRANTED FOR 18 MONTHS TO THE BOARD OF DIRECTORS TO ALLOW THE COMPANY TO TRADE IN ITS OWN SHARES
|
Issuer
|
|
For
|
5 APPOINTMENT OF MRS. CATHERINE GUILLOUARD AS DIRECTOR OF THE COMPANY
|
||
|
For
|
6 APPOINTMENT OF MRS. CHRISTINA LAW AS DIRECTOR OF THE COMPANY
|
||
|
For
|
7 APPOINTMENT OF MR. ALEXIS PERAKIS-VALAT AS DIRECTOR OF THE COMPANY
|
||
|
For
|
8 APPOINTMENT OF MR. MICHAEL H. THAMAN AS DIRECTOR OF THE COMPANY
|
||
|
For
|
9 RATIFICATION OF THE PROVISIONAL APPOINTMENT OF MRS. MONICA DE VIRGILIIS AS DIRECTOR OF THE COMPANY, AS A REPLACEMENT FOR MRS. ANETTE BRONDER
|
||
|
For
|
For
|
10 THE STATUTORY AUDITORS’ SPECIAL REPORT ON THE AGREEMENTS REFERRED TO IN ARTICLES L. 225-38 AND FOLLOWING OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
11 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING OR ALLOCATED IN RESPECT OF THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TO MR. BENOIT POTIER, CHAIRMAN AND CHIEF EXECUTIVE OFFICER, FOR THE
PERIOD FROM 01 JANUARY 2022 TO 31 MAY 2022
|
Issuer
|
|
For
|
For
|
12 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING OR ALLOCATED IN RESPECT OF THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TO MR. FRANCOIS JACKOW, CHIEF EXECUTIVE OFFICER, FOR THE PERIOD FROM 01
JUNE 2022 TO 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
13 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING OR ALLOCATED IN RESPECT OF THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TO MR. BENOIT POTIER, CHAIRMAN OF THE BOARD OF DIRECTORS, FOR THE PERIOD
FROM 01 JUNE 2022 TO 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
14 APPROVAL OF THE INFORMATION RELATING TO THE REMUNERATION OF CORPORATE OFFICERS MENTIONED IN SECTION I OF ARTICLE L. 22-10-9 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
15 APPROVAL OF THE REMUNERATION POLICY APPLICABLE TO THE CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
16 APPROVAL OF THE REMUNERATION POLICY APPLICABLE TO THE CHAIRMAN OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
17 APPROVAL OF THE REMUNERATION POLICY APPLICABLE TO DIRECTORS
|
Issuer
|
|
For
|
For
|
18 AUTHORISATION GRANTED FOR 24 MONTHS TO THE BOARD OF DIRECTORS TO REDUCE THE CAPITAL BY CANCELLING TREASURY SHARES
|
Issuer
|
|
For
|
For
|
19 DELEGATION OF AUTHORITY GRANTED FOR 26 MONTHS TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING COMMON SHARES OR TRANSFERABLE SECURITIES GRANTING ACCESS, IMMEDIATELY AND/OR IN
THE FUTURE, TO THE COMPANY’S CAPITAL, WITH RETENTION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR A MAXIMUM NOMINAL AMOUNT OF 470 MILLION EUROS
|
Issuer
|
|
For
|
For
|
20 AUTHORISATION GRANTED FOR 26 MONTHS TO THE BOARD OF DIRECTORS TO INCREASE, IN THE EVENT OF OVERSUBSCRIPTION, THE ISSUES AMOUNT OF SHARES OR TRANSFERABLE SECURITIES
|
Issuer
|
|
For
|
For
|
21 DELEGATION OF AUTHORITY GRANTED FOR 26 MONTHS TO THE BOARD OF DIRECTORS TO PROCEED WITH CAPITAL INCREASES WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT RESERVED FOR MEMBERS OF A
COMPANY OR GROUP SAVINGS PLAN
|
Issuer
|
|
For
|
For
|
22 DELEGATION OF AUTHORITY GRANTED FOR 18 MONTHS TO THE BOARD OF DIRECTORS TO PROCEED WITH CAPITAL INCREASES WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT RESERVED FOR A CATEGORY OF
BENEFICIARIES
|
Issuer
|
|
For
|
For
|
23 POWERS TO CARRY OUT FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ALCON SA
|
5/5/23
|
ALC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
2 APPROVE DISCHARGE OF BOARD AND SENIOR MANAGEMENT
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF CHF 0.21 PER SHARE
|
Issuer
|
|
For
|
For
|
4.1 APPROVE REMUNERATION REPORT (NON-BINDING)
|
Issuer
|
|
For
|
For
|
4.2 APPROVE REMUNERATION OF DIRECTORS IN THE AMOUNT OF CHF 3.9 MILLION
|
Issuer
|
|
For
|
For
|
4.3 APPROVE REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 41.9 MILLION
|
Issuer
|
|
For
|
5.1 REELECT MICHAEL BALL AS DIRECTOR AND BOARD CHAIR
|
||
|
For
|
5.2 REELECT LYNN BLEIL AS DIRECTOR
|
||
|
For
|
5.3 REELECT RAQUEL BONO AS DIRECTOR
|
||
|
For
|
5.4 REELECT ARTHUR CUMMINGS AS DIRECTOR
|
||
|
For
|
5.5 REELECT DAVID ENDICOTT AS DIRECTOR
|
||
|
For
|
5.6 REELECT THOMAS GLANZMANN AS DIRECTOR
|
||
|
For
|
5.7 REELECT KEITH GROSSMAN AS DIRECTOR
|
||
|
For
|
5.8 REELECT SCOTT MAW AS DIRECTOR
|
||
|
For
|
5.9 REELECT KAREN MAY AS DIRECTOR
|
||
|
For
|
5.10 REELECT INES POESCHEL AS DIRECTOR
|
||
|
For
|
5.11 REELECT DIETER SPAELTI AS DIRECTOR
|
||
|
For
|
For
|
6.1 REAPPOINT THOMAS GLANZMANN AS MEMBER OF THE COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
6.2 REAPPOINT SCOTT MAW AS MEMBER OF THE COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
6.3 REAPPOINT KAREN MAY AS MEMBER OF THE COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
6.4 REAPPOINT INES POESCHEL AS MEMBER OF THE COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
7 DESIGNATE HARTMANN DREYER AS INDEPENDENT PROXY
|
Issuer
|
|
For
|
For
|
8 RATIFY PRICEWATERHOUSECOOPERS SA AS AUDITORS
|
Issuer
|
|
For
|
For
|
9.1 APPROVE CREATION OF CAPITAL BAND WITHIN THE UPPER LIMIT OF CHF 22 MILLION AND THE LOWER LIMIT OF CHF 19 MILLION WITH OR WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
|
Issuer
|
|
For
|
For
|
9.2 APPROVE CREATION OF CHF 2 MILLION POOL OF CONDITIONAL CAPITAL FOR FINANCINGS, MERGERS AND ACQUISITIONS
|
Issuer
|
|
For
|
For
|
9.3 AMEND ARTICLES RE: CONVERSION OF SHARES; SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
9.4 AMEND ARTICLES RE: GENERAL MEETINGS
|
Issuer
|
|
For
|
For
|
9.5 AMEND ARTICLES RE: BOARD MEETINGS; POWERS OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
9.6 AMEND ARTICLES RE: COMPENSATION; EXTERNAL MANDATES FOR MEMBERS OF THE BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ALCON SA
|
5/5/23
|
ALC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
None
|
1 I WISH TO AUTHORIZE BROADRIDGE TO ARRANGE FOR THE SUB-CUSTODIAN TO REGISTER THE SHARES, SO THAT I MAY SUBMIT A VOTE OR MEETING ATTENDANCE REQUEST ON PART 2 OF THE MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ANHEUSER-BUSCH INBEV SA/NV
|
4/26/23
|
ABI.BB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
A.1 CHANGE TO ARTICLE 19.3 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY
|
Issuer
|
|
For
|
For
|
B.2 MANAGEMENT REPORT BY THE BOARD OF DIRECTORS ON THE ACCOUNTING YEAR ENDED ON 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
B.3 REPORT BY THE STATUTORY AUDITOR ON THE ACCOUNTING YEAR ENDED ON 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
B.4 COMMUNICATION OF THE CONSOLIDATED ANNUAL ACCOUNTS RELATING TO THE ACCOUNTING YEAR ENDED ON 31 DECEMBER 2022, AS WELL AS THE MANAGEMENT REPORT BY THE BOARD OF DIRECTORS AND THE REPORT BY THE
STATUTORY AUDITOR ON THE CONSOLIDATED ANNUAL ACCOUNTS
|
Issuer
|
|
For
|
For
|
B.5 APPROVAL OF THE STATUTORY ANNUAL ACCOUNTS
|
Issuer
|
|
For
|
For
|
B.6 DISCHARGE TO THE DIRECTORS
|
Issuer
|
|
For
|
For
|
B.7 DISCHARGE TO THE STATUTORY AUDITOR
|
Issuer
|
|
For
|
For
|
B.8.A ACKNOWLEDGING THE END OF THE MANDATE OF MS. XIAOZHI LIU AS DIRECTOR AND, UPON PROPOSAL BY THE BOARD OF DIRECTORS, APPOINTING DR. ARADHANA SARIN AS INDEPENDENT DIRECTOR, FOR A PERIOD OF FOUR
YEARS ENDING AT THE END OF THE SHAREHOLDERS’ MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2026. DR. ARADHANA SARIN, A US CITIZEN, HOLDS A MEDICAL DEGREE FROM THE UNIVERSITY OF DELHI, INDIA, AND AN MBA DEGREE FROM
STANFORD BUSINESS SCHOOL, USA. DR. SARIN IS EXECUTIVE DIRECTOR AND CHIEF FINANCIAL OFFICER OF ASTRAZENECA PLC SINCE AUGUST 2021. PREVIOUSLY, SHE WAS CHIEF FINANCIAL OFFICER OF ALEXION, A RARE DISEASE BIOPHARMACEUTICAL COMPANY. PRIOR TO
ALEXION, SHE WAS MANAGING DIRECTOR, CORPORATE AND INVESTMENT BANKING AT CITI GLOBAL HEALTHCARE BANKING, MANAGING DIRECTOR OF HEALTHCARE INVESTMENT BANKING AT UBS, AND WORKED AT JP MORGAN IN THE MERGERS & ACQUISITIONS ADVISORY GROUP.
DR. SARIN STARTED HER CAREER PRACTICING MEDICINE IN INDIA AND AFRICA. SHE IS A MEMBER OF THE BOARD OF GOVERNORS OF THE AMERICAN RED CROSS. DR. SARIN HAS EXPLICITLY CONFIRMED AND THE BOARD OF DIRECTORS IS OF THE OPINION THAT SHE COMPLIES
WITH THE INDEPENDENCE CRITERIA PROVIDED FOR IN ARTICLE 7:87 OF THE BELGIAN CODE OF COMPANIES AND ASSOCIATIONS, PROVISION 3.5 OF THE 2020 BELGIAN CORPORATE GOVERNANCE CODE AND THE COMPANY’S CORPORATE GOVERNANCE CHARTER
|
Issuer
|
|
For
|
For
|
B.8.B ACKNOWLEDGING THE RESIGNATION OF MR. ELIO LEONI SCETI AS DIRECTOR AND, UPON PROPOSAL BY THE BOARD OF DIRECTORS, APPOINTING MR. DIRK VAN DE PUT AS INDEPENDENT DIRECTOR, FOR A PERIOD OF FOUR
YEARS ENDING AT THE END OF THE SHAREHOLDERS’ MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2026. MR. DIRK VAN DE PUT, A DUAL CITIZEN OF BELGIUM AND THE US, HOLDS A DOCTORATE IN VETERINARY MEDICINE FROM THE UNIVERSITY OF
GHENT, BELGIUM. MR. VAN DE PUT IS CHAIRMAN AND CEO OF MONDELEZ INTERNATIONAL, THE GLOBAL LEADER IN BISCUITS AND CHOCOLATE, SINCE 2017. HE JOINED MONDELEZ FROM MCCAIN FOODS LIMITED, THE LARGEST MARKETER AND MANUFACTURER OF FROZEN FRENCH
FRIES, POTATO SPECIALTIES AND APPETIZERS, WHERE HE WAS PRESIDENT AND CEO SINCE 2010. BEFORE JOINING MCCAIN, HE WAS PRESIDENT OF THE GLOBAL OTC DIVISION OF NOVARTIS INC., A SWISS PHARMACEUTICAL COMPANY, AND SPENT MORE THAN A DECADE WITH
GROUPE DANONE, A MAKER OF DAIRY, WATER, BABY FOOD AND CLINICAL NUTRITION PRODUCTS, WHERE HE SERVED AS PRESIDENT OF THE AMERICAS DIVISION AND JOINT PRESIDENT OF THE FRESH DAIRY DIVISION. IN THE FIRST 15 YEARS OF HIS CAREER, HE HELD MANY
SALES AND MARKETING ROLES IN EUROPE AND LATIN AMERICA FOR MARS INC., AS WELL AS THE COCA COLA COMPANY, WHERE HE SERVED AS PRESIDENT, COCA COLA CARIBBEAN. HE IS A MEMBER OF THE BOARD OF DIRECTORS AT THE CONSUMER GOODS FORUM, AND HAS
PREVIOUSLY BEEN A NON-EXECUTIVE DIRECTOR OF MATTEL, A GLOBAL TOY COMPANY AND KDP, A COFFEE AND DRINKS COMPANY. MR. VAN DE PUT HAS EXPLICITLY CONFIRMED AND THE BOARD OF DIRECTORS IS OF THE OPINION THAT HE COMPLIES WITH THE INDEPENDENCE
CRITERIA PROVIDED FOR IN ARTICLE 7:87 OF THE BELGIAN CODE OF COMPANIES AND ASSOCIATIONS, PROVISION 3.5 OF THE 2020 BELGIAN CORPORATE GOVERNANCE CODE AND THE COMPANY’S CORPORATE GOVERNANCE CHARTER
|
Issuer
|
|
For
|
For
|
B.8.C ACKNOWLEDGING THE RESIGNATION OF MS. MARIA ASUNCION ARAMBURUZABALA AS DIRECTOR AND, UPON PROPOSAL BY THE BOARD OF DIRECTORS, APPOINTING MS. LYNNE BIGGAR AS INDEPENDENT DIRECTOR, FOR A
PERIOD OF FOUR YEARS ENDING AT THE END OF THE SHAREHOLDERS’ MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2026. MS. LYNNE BIGGAR, A US CITIZEN, GRADUATED FROM STANFORD UNIVERSITY WITH A BACHELOR’S DEGREE IN
INTERNATIONAL RELATIONS AND HOLDS AN MBA FROM COLUMBIA BUSINESS SCHOOL. SHE IS A SENIOR ADVISOR AT THE BOSTON CONSULTING GROUP AND IS AN INDEPENDENT BOARD DIRECTOR OF VOYA FINANCIAL, INC., A LEADING HEALTH, WEALTH AND INVESTMENT COMPANY
BASED IN THE US, AND OF FINASTRA, A FINANCIAL SOFTWARE COMPANY HEADQUARTERED IN THE UK. SHE IS ALSO AN INDEPENDENT EXECUTIVE COMMITTEE MEMBER OF LEADING HOTELS OF THE WORLD. MS. BIGGAR WAS EXECUTIVE VICE PRESIDENT AND GLOBAL CHIEF
MARKETING OFFICER AT VISA FROM 2016 TO 2022. PRIOR TO JOINING VISA, SHE SERVED AS EXECUTIVE VICE PRESIDENT OF CONSUMER MARKETING PLUS REVENUE FOR TIME, INC., AND BEFORE THAT, SHE SPENT MORE THAN 20 YEARS AT AMERICAN EXPRESS IN A VARIETY
OF LEADERSHIP POSITIONS. MS. BIGGAR IS ALSO A BOARD MEMBER OF THE NEW 42ND STREET AND THE GLOBAL MEDIA TRADE GROUP MMA GLOBAL. MS. BIGGAR HAS EXPLICITLY CONFIRMED AND THE BOARD OF DIRECTORS IS OF THE OPINION THAT SHE COMPLIES WITH THE
INDEPENDENCE CRITERIA PROVIDED FOR IN ARTICLE 7:87 OF THE BELGIAN CODE OF COMPANIES AND ASSOCIATIONS, PROVISION 3.5 OF THE 2020 BELGIAN CORPORATE GOVERNANCE CODE AND THE COMPANY’S CORPORATE GOVERNANCE CHARTER
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Issuer
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For
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For
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B.8.D UPON PROPOSAL BY THE REFERENCE SHAREHOLDER, RENEWING THE APPOINTMENT AS DIRECTOR OF MS. SABINE CHALMERS, FOR A PERIOD OF FOUR YEARS ENDING AT THE END OF THE SHAREHOLDERS’ MEETING WHICH WILL
BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2026
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Issuer
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For
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For
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B.8.E UPON PROPOSAL BY THE REFERENCE SHAREHOLDER, RENEWING THE APPOINTMENT AS DIRECTOR OF MR. CLAUDIO GARCIA, FOR A PERIOD OF FOUR YEARS ENDING AT THE END OF THE SHAREHOLDERS’ MEETING WHICH WILL
BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2026
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Issuer
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For
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For
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B.8.F ACKNOWLEDGING THE END OF THE MANDATE OF MS. CECILIA SICUPIRA AS DIRECTOR AND, UPON PROPOSAL BY THE REFERENCE SHAREHOLDER, APPOINTING MS. HELOISA SICUPIRA AS DIRECTOR, FOR A PERIOD OF FOUR
YEARS ENDING AT THE END OF THE SHAREHOLDERS MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2026. MS. HELOISA SICUPIRA’ A BRAZILIAN CITIZEN, GRADUATED FROM COLUMBIA UNIVERSITY (USA) WITH AN MBA AND FROM PONTIFICIA
UNIVERSIDADE CATOLICA (BRAZIL) WITH A BACHELOR’S DEGREE IN LAW, AND IS QUALIFIED TO PRACTICE LAW IN BRAZIL. SHE PREVIOUSLY SERVED ON THE BOARD OF SAO CARLOS EMPREENDIMENTOS S.A. FROM 2018-2021. MS. SICUPIRA BEGAN HER CAREER IN 2011 AS A
LAWYER SPECIALIZING IN CAPITAL MARKETS. SINCE 2017 SHE HAS BEEN AN INVESTMENT ANALYST AND PORTFOLIO MANAGER AT LTS INVESTMENTS AND PRIOR TO THAT SHE WAS AN INVESTMENT ANALYST AT MSD CAPITAL
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Issuer
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For
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For
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B.8.G UPON PROPOSAL BY THE RESTRICTED SHAREHOLDERS, RENEWING THE APPOINTMENT AS RESTRICTED SHARE DIRECTOR OF MR. MARTIN J. BARRINGTON, FOR A PERIOD OF ONE YEAR ENDING AT THE END OF THE
SHAREHOLDERS’ MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2023
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Issuer
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For
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For
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B.8.H UPON PROPOSAL BY THE RESTRICTED SHAREHOLDERS, RENEWING THE APPOINTMENT AS RESTRICTED SHARE DIRECTOR OF MR. ALEJANDRO SANTO DOMINGO, FOR A PERIOD OF ONE YEAR ENDING AT THE END OF THE
SHAREHOLDERS’ MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2023
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Issuer
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|
For
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For
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B.8.I ACKNOWLEDGING THE END OF THE MANDATE OF MR. WILLIAM F. GIFFORD AS DIRECTOR AND, UPON PROPOSAL BY THE RESTRICTED SHAREHOLDERS, APPOINTING MR. SALVATORE MANCUSO AS RESTRICTED SHARE DIRECTOR
FOR A PERIOD OF ONE YEAR ENDING AT THE END OF THE SHAREHOLDERS’ MEETING WHICH WILL BE ASKED TO APPROVE THE ACCOUNTS FOR THE YEAR 2023. MR. SALVATORE MANCUSO, A US CITIZEN, HOLDS A BACHELOR’S DEGREE IN ACCOUNTING FROM IONA COLLEGE, USA. HE
SERVES AS EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER FOR ALTRIA GROUP. OVER THE COURSE OF HIS MORE THAN 32 YEARS WITH ALTRIA, HE HAS HELD A VARIETY OF LEADERSHIP ROLES ACROSS THE FINANCE, COMPLIANCE AND STRATEGY & BUSINESS
DEVELOPMENT ORGANIZATIONS. PREVIOUS SENIOR ROLES FOR ALTRIA GROUP INCLUDE SENIOR VICE PRESIDENT, FINANCE & PROCUREMENT, AND TREASURER & VICE PRESIDENT, INVESTOR RELATIONS AND ACCOUNTING. PRIOR TO JOINING THE ALTRIA GROUP, MR.
MANCUSO WORKED FOR PITTSTON COMPANY. HE ALSO SERVES ON THE BOARD OF THE GREATER RICHMOND PARTNERSHIP
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Issuer
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For
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For
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B.9 REMUNERATION REPORT
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Issuer
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For
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For
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C.10 FILINGS: WITHOUT PREJUDICE TO OTHER DELEGATIONS OF POWERS TO THE EXTENT APPLICABLE, GRANTING POWERS TO JAN VANDERMEERSCH, GLOBAL LEGAL DIRECTOR CORPORATE, WITH POWER TO SUBSTITUTE, TO
PROCEED TO (I) THE SIGNING OF THE RESTATED ARTICLES OF ASSOCIATION AND THEIR FILINGS WITH THE CLERK’S OFFICE OF THE ENTERPRISE COURT OF BRUSSELS AS A RESULT OF THE APPROVAL OF THE RESOLUTIONS REFERRED TO IN ITEM 1 ABOVE, AND (II) ANY
OTHER FILINGS AND PUBLICATION FORMALITIES IN RELATION TO THE ABOVE RESOLUTIONS
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Issuer
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|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AON PLC
|
6/16/23
|
AON
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
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Director
|
Issuer
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|
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For
|
1a. Election of Director: Lester B. Knight
|
||
|
For
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1b. Election of Director: Gregory C. Case
|
||
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For
|
1c. Election of Director: Jin-Yong Cai
|
||
|
For
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1d. Election of Director: Jeffrey C. Campbell
|
||
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For
|
1e. Election of Director: Fulvio Conti
|
||
|
For
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1f. Election of Director: Cheryl A. Francis
|
||
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For
|
1g. Election of Director: Adriana Karaboutis
|
||
|
For
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1h. Election of Director: Richard C. Notebaert
|
||
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For
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1i. Election of Director: Gloria Santona
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||
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For
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1j. Election of Director: Sarah E. Smith
|
||
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For
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1k. Election of Director: Byron O. Spruell
|
||
|
For
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1l. Election of Director: Carolyn Y. Woo
|
||
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For
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For
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2. Advisory vote to approve the compensation of the Company’s named executive officers.
|
Issuer
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|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of holding an advisory vote on executive compensation.
|
Issuer
|
|
For
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For
|
4. Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
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For
|
5. Re-appoint Ernst & Young Chartered Accountants as the Company’s statutory auditor under Irish Law.
|
Issuer
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|
For
|
For
|
6. Authorize the Board or the Audit Committee of the Board to determine the remuneration of Ernst & Young Ireland, in its capacity as the Company’s statutory auditor under Irish law.
|
Issuer
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|
For
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For
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7. Approve the Aon plc 2011 Incentive Plan, as amended and restated.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASAHI GROUP HOLDINGS,LTD.
|
3/28/23
|
2502.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
2.1 Appoint a Director Koji, Akiyoshi 取締役選任
|
||
|
For
|
2.2 Appoint a Director Katsuki, Atsushi 取締役選任
|
||
|
For
|
2.3 Appoint a Director Tanimura, Keizo 取締役選任
|
||
|
For
|
2.4 Appoint a Director Sakita, Kaoru 取締役選任
|
||
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For
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2.5 Appoint a Director Christina L. Ahmadjian 取締役選任
|
||
|
For
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2.6 Appoint a Director Sasae, Kenichiro 取締役選任
|
||
|
For
|
2.7 Appoint a Director Ohashi, Tetsuji 取締役選任
|
||
|
For
|
2.8 Appoint a Director Matsunaga, Mari 取締役選任
|
||
|
For
|
For
|
3.1 Appoint a Corporate Auditor Fukuda, Yukitaka 監査役選任
|
Issuer
|
|
For
|
For
|
3.2 Appoint a Corporate Auditor Tanaka, Sanae 監査役選任
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASHTEAD GROUP PLC
|
9/6/22
|
AHT.LN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
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For
|
For
|
1 THAT THE COMPANY’S ANNUAL ACCOUNTS FOR THE YEAR ENDED 30 APRIL 2022, TOGETHER WITH THE DIRECTORS’ REPORT AND THE AUDITOR’S REPORT ON THOSE ACCOUNTS AND ON THE AUDITABLE PART OF THE DIRECTORS’
REMUNERATION REPORT, BE ADOPTED
|
Issuer
|
|
For
|
For
|
2 THAT THE DIRECTORS’ REMUNERATION REPORT FOR THE YEAR ENDED 30 APRIL 2022 (OTHER THAN THE PART CONTAINING THE DIRECTORS’ REMUNERATION POLICY), WHICH IS SET OUT IN THE ANNUAL REPORT OF THE
COMPANY FOR THE YEAR ENDED 30 APRIL 2022, BE APPROVED
|
Issuer
|
|
For
|
For
|
3 THAT THE FINAL DIVIDEND RECOMMENDED BY THE DIRECTORS OF 67.5 CENTS PER ORDINARY SHARE FOR THE YEAR ENDED 30 APRIL 2022 BE DECLARED PAYABLE ON 9 SEPTEMBER 2022 TO HOLDERS OF ORDINARY SHARES
REGISTERED AT THE CLOSE OF BUSINESS ON 12 AUGUST 2022
|
Issuer
|
|
For
|
4 THAT PAUL WALKER BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
5 THAT BRENDAN HORGAN BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
6 THAT MICHAEL PRATT BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
7 THAT ANGUS COCKBURN BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
8 THAT LUCINDA RICHES BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
9 THAT TANYA FRATTO BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
10 THAT LINDSLEY RUTH BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
11 THAT JILL EASTERBROOK BE RE-ELECTED AS A DIRECTOR
|
||
|
For
|
12 THAT RENATA RIBEIRO BE ELECTED AS A DIRECTOR
|
||
|
For
|
For
|
13 THAT DELOITTE LLP BE REAPPOINTED AS AUDITOR OF THE COMPANY TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY
|
Issuer
|
|
For
|
For
|
14 THAT THE DIRECTORS BE AUTHORISED TO FIX THE REMUNERATION OF THE AUDITOR OF THE COMPANY
|
Issuer
|
|
For
|
For
|
15 THAT, FOR THE PURPOSES OF SECTION 551 OF THE COMPANIES ACT 2006 (THE ‘ACT’) (AND SO THAT EXPRESSIONS USED IN THIS RESOLUTION SHALL BEAR THE SAME MEANINGS AS IN THE SAID SECTION 551): 15.1 THE
DIRECTORS BE AND ARE GENERALLY AND UNCONDITIONALLY AUTHORISED TO EXERCISE ALL POWERS OF THE COMPANY TO ALLOT SHARES AND TO GRANT SUCH SUBSCRIPTION AND CONVERSION RIGHTS AS ARE CONTEMPLATED BY SECTIONS 551(1)(A) AND (B) OF THE ACT,
RESPECTIVELY, UP TO A MAXIMUM NOMINAL VALUE OF GBP 14,406,095 TO SUCH PERSONS AND AT SUCH TIMES AND ON SUCH TERMS AS THEY THINK PROPER DURING THE PERIOD EXPIRING AT THE END OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY (UNLESS
PREVIOUSLY REVOKED OR VARIED BY THE COMPANY IN GENERAL MEETING) OR AT 6.00PM ON 6 DECEMBER 2023, WHICHEVER IS SOONER; AND 15.2 THE DIRECTORS BE AND ARE GENERALLY AND UNCONDITIONALLY AUTHORISED TO EXERCISE ALL POWERS OF THE COMPANY TO
ALLOT EQUITY SECURITIES (AS DEFINED IN SECTION 560 OF THE ACT) IN CONNECTION WITH A RIGHTS ISSUE IN FAVOUR OF THE HOLDERS OF EQUITY SECURITIES AND ANY OTHER PERSONS ENTITLED TO PARTICIPATE IN SUCH ISSUE WHERE THE EQUITY SECURITIES
RESPECTIVELY ATTRIBUTABLE TO THE INTERESTS OF SUCH HOLDERS AND PERSONS ARE PROPORTIONATE (AS NEARLY AS MAYBE) TO THE RESPECTIVE NUMBER OF EQUITY SECURITIES HELD BY THEM UP TO AN AGGREGATE NOMINAL VALUE OF GBP 28,812,191, INCLUDING WITHIN
SUCH LIMIT ANY EQUITY SECURITIES ALLOTTED UNDER RESOLUTION 15.1 ABOVE, DURING THE PERIOD EXPIRING AT THE END OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR AT 6.00PM ON 6 DECEMBER 2023, WHICHEVER IS SOONER, SUBJECT ONLY TO SUCH
EXCLUSIONS OR OTHER ARRANGEMENTS AS THE DIRECTORS MAY CONSIDER NECESSARY OR EXPEDIENT TO DEAL WITH FRACTIONAL ENTITLEMENTS OR LEGAL OR PRACTICAL PROBLEMS UNDER THE LAWS OR REQUIREMENTS OF ANY RECOGNISED REGULATORY BODY OR STOCK EXCHANGE
IN ANY TERRITORY
|
Issuer
|
|
For
|
For
|
15.3 THE COMPANY BE AND IS HEREBY AUTHORISED TO MAKE, PRIOR TO THE EXPIRY OF SUCH PERIOD, ANY OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE SUCH SHARES OR RIGHTS TO BE ALLOTTED OR GRANTED AFTER
THE EXPIRY OF THE SAID PERIOD AND THE DIRECTORS MAY ALLOT SUCH SHARES OR GRANT SUCH RIGHTS IN PURSUANCE OF ANY SUCH OFFER OR AGREEMENT NOTWITHSTANDING THE EXPIRY OF THE AUTHORITY GIVEN BY THIS RESOLUTION, SO THAT ALL PREVIOUS AUTHORITIES
OF THE DIRECTORS PURSUANT TO THE SAID SECTION 551 BE AND ARE HEREBY REVOKED
|
Issuer
|
|
For
|
For
|
16 THAT, SUBJECT TO THE PASSING OF RESOLUTION 15, THE DIRECTORS BE AND ARE EMPOWERED IN ACCORDANCE WITH SECTION 570 OF THE ACT TO ALLOT EQUITY SECURITIES (AS DEFINED IN SECTION 560 OF THE ACT)
FOR CASH, PURSUANT TO THE AUTHORITY CONFERRED ON THEM TO ALLOT SUCH SHARES OR GRANT SUCH RIGHTS BY THAT RESOLUTION AND/OR WHERE THE ALLOTMENT CONSTITUTES AN ALLOTMENT OF EQUITY SECURITIES BY VIRTUE OF SECTION 560(3) OF THE ACT, AS IF
SECTION 561(1) AND SUBSECTIONS (1) - (6) OF SECTION 562 OF THE ACT DID NOT APPLY TO ANY SUCH ALLOTMENT, PROVIDED THAT THE POWER CONFERRED BY THIS RESOLUTION SHALL BE LIMITED TO: 16.1 THE ALLOTMENT OF EQUITY SECURITIES IN CONNECTION WITH
AN ISSUE OR OFFERING IN FAVOUR OF HOLDERS OF EQUITY SECURITIES (BUT IN THE CASE OF THE AUTHORITY GRANTED UNDER RESOLUTION 15.2 BY WAY OF A RIGHTS ISSUE ONLY) AND ANY OTHER PERSONS ENTITLED TO PARTICIPATE IN SUCH ISSUE OR OFFERING WHERE
THE EQUITY SECURITIES RESPECTIVELY ATTRIBUTABLE TO THE INTERESTS OF SUCH HOLDERS AND PERSONS ARE PROPORTIONATE (AS NEARLY AS MAY BE) TO THE RESPECTIVE NUMBER OF EQUITY SECURITIES HELD BY OR DEEMED TO BE HELD BY THEM ON THE RECORD DATE OF
SUCH ALLOTMENT, SUBJECT ONLY TO SUCH EXCLUSIONS OR OTHER ARRANGEMENTS AS THE DIRECTORS MAY CONSIDER NECESSARY OR EXPEDIENT TO DEAL WITH FRACTIONAL ENTITLEMENTS OR LEGAL OR PRACTICAL PROBLEMS UNDER THE LAWS OR REQUIREMENTS OF ANY
RECOGNISED REGULATORY BODY OR STOCK EXCHANGE IN ANY TERRITORY; AND 16.2 THE ALLOTMENT (OTHERWISE THAN PURSUANT TO PARAGRAPH 16.1 ABOVE) OF EQUITY SECURITIES UP TO AN AGGREGATE NOMINAL VALUE NOT EXCEEDING GBP 2,160,914, AND THIS POWER,
UNLESS RENEWED, SHALL EXPIRE AT THE END OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR AT 6.00PM ON 6 DECEMBER 2023, WHICHEVER IS SOONER, BUT SHALL EXTEND TO THE MAKING, BEFORE SUCH EXPIRY, OF AN OFFER OR AGREEMENT WHICH WOULD OR
MIGHT REQUIRE EQUITY SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES IN PURSUANCE OF SUCH OFFER OR AGREEMENT AS IF THE AUTHORITY CONFERRED HEREBY HAD NOT EXPIRED
|
Issuer
|
|
For
|
For
|
17 THAT, SUBJECT TO THE PASSING OF RESOLUTION 15, THE DIRECTORS BE AUTHORISED IN ADDITION TO ANY AUTHORITY GRANTED UNDER RESOLUTION 16 TO ALLOT EQUITY SECURITIES (AS DEFINED IN SECTION 560 OF THE
ACT) FOR CASH UNDER THE AUTHORITY GIVEN BY RESOLUTION 15 AND/OR TO SELL TREASURY SHARES FOR CASH AS IF SECTION 561 OF THE ACT DID NOT APPLY TO ANY SUCH ALLOTMENT OR SALE, SUCH AUTHORITY TO BE: 17.1 LIMITED TO THE ALLOTMENT OF EQUITY
SECURITIES OR SALE OF TREASURY SHARES UP TO A NOMINAL VALUE OF GBP 2,160,914; AND 17.2 USED ONLY FOR THE PURPOSE OF FINANCING (OR REFINANCING, IF THE AUTHORITY IS TO BE USED WITHIN SIX MONTHS OF THE ORIGINAL TRANSACTION) A TRANSACTION
WHICH THE DIRECTORS DETERMINE TO BE AN ACQUISITION OR OTHER CAPITAL INVESTMENT OF A KIND CONTEMPLATED BY THE STATEMENT OF PRINCIPLES ON DISAPPLYING PRE-EMPTION RIGHTS MOST RECENTLY PUBLISHED BY THE PRE-EMPTION GROUP PRIOR TO THE DATE OF
THIS NOTICE, SUCH AUTHORITY TO EXPIRE AT THE END OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR AT 6.00PM ON 6 DECEMBER 2023, WHICHEVER IS SOONER, BUT, IN EACH CASE, PRIOR TO ITS EXPIRY THE COMPANY MAY MAKE OFFERS, AND ENTER INTO
AGREEMENTS, WHICH WOULD, OR MIGHT, REQUIRE EQUITY SECURITIES TO BE ALLOTTED (AND TREASURY SHARES SOLD) AFTER THE AUTHORITY EXPIRES AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES (AND SELL TREASURY SHARES) UNDER ANY SUCH OFFER OR AGREEMENT
AS IF THE AUTHORITY HAD NOT EXPIRED
|
Issuer
|
|
For
|
For
|
18 THAT THE COMPANY BE AND IS HEREBY GENERALLY AND UNCONDITIONALLY AUTHORISED FOR THE PURPOSE OF SECTION 701 OF THE ACT TO MAKE MARKET PURCHASES (AS DEFINED IN SECTION 693 OF THE ACT) OF ORDINARY
SHARES OF 10P EACH IN THE CAPITAL OF THE COMPANY (‘ORDINARY SHARES’) PROVIDED THAT: 18.1 THE MAXIMUM NUMBER OF ORDINARY SHARES HEREBY AUTHORISED TO BE PURCHASED IS 64,784,211; 18.2 THE MINIMUM PRICE (EXCLUSIVE OF EXPENSES) WHICH MAY BE
PAID FOR SUCH ORDINARY SHARES IS 10P PER SHARE, BEING THE NOMINAL VALUE THEREOF; 18.3 THE MAXIMUM PRICE (EXCLUSIVE OF EXPENSES) WHICH MAY BE PAID FOR SUCH ORDINARY SHARES SHALL BE AN AMOUNT EQUAL TO THE HIGHER OF (I) 5%ABOVE THE AVERAGE
OF THE MIDDLE MARKET QUOTATIONS FOR SUCH SHARES TAKEN FROM THE LONDON STOCK EXCHANGE DAILY OFFICIAL LIST FOR THE FIVE BUSINESS DAYS IMMEDIATELY PRECEDING THE DAY ON WHICH THE PURCHASE IS MADE AND (II) THE HIGHER OF THE PRICE OF THE LAST
INDEPENDENT TRADE OF AN ORDINARY SHARE AND THE HIGHEST CURRENT INDEPENDENT BID FOR AN ORDINARY SHARE AS DERIVED FROM THE TRADING VENUE WHERE THE PURCHASE IS CARRIED OUT; 18.4 THE AUTHORITY HEREBY CONFERRED SHALL (UNLESS PREVIOUSLY RENEWED
OR REVOKED) EXPIRE AT THE END OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR AT 6.00PM ON 6 DECEMBER 2023, WHICHEVER IS SOONER; AND 18.5 THE COMPANY MAY MAKE A CONTRACT TO PURCHASE ITS OWN ORDINARY SHARES UNDER THE AUTHORITY
CONFERRED BY THIS RESOLUTION PRIOR TO THE EXPIRY OF SUCH AUTHORITY, AND SUCH CONTRACT WILL OR MAY BE EXECUTED WHOLLY OR PARTLY AFTER THE EXPIRY OF SUCH AUTHORITY, AND THE COMPANY MAY MAKE A PURCHASE OF ITS OWN ORDINARY SHARES IN PURSUANCE
OF ANY SUCH CONTRACT
|
Issuer
|
|
For
|
For
|
19 THAT A GENERAL MEETING OTHER THAN AN ANNUAL GENERAL MEETING MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS’ NOTICE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASML HOLDINGS N.V.
|
4/26/23
|
ASML
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
3a Advisory vote on the remuneration report for the Board of Management and the Supervisory Board for the financial year 2022
|
Issuer
|
|
For
|
For
|
3b Proposal to adopt the financial statements of the Company for the financial year 2022, as prepared in accordance with Dutch law
|
Issuer
|
|
For
|
For
|
3d Proposal to adopt a dividend in respect of the financial year 2022
|
Issuer
|
|
For
|
For
|
4a Proposal to discharge the members of the Board of Management from liability for their responsibilities in the financial year 2022
|
Issuer
|
|
For
|
For
|
4b Proposal to discharge the members of the Supervisory Board from liability for their responsibilities in the financial year 2022
|
Issuer
|
|
For
|
For
|
5 Proposal to approve the number of shares for the Board of Management
|
Issuer
|
|
For
|
For
|
6a Proposal to amend the Remuneration Policy for the Supervisory Board
|
Issuer
|
|
For
|
For
|
6b Proposal to amend the remuneration of the members of the Supervisory Board
|
Issuer
|
|
For
|
8a Proposal to appoint Mr. N.S. Andersen as a member of the Supervisory Board
|
||
|
For
|
8b Proposal to appoint Mr. J.P. de Kreij as a member of the Supervisory Board
|
||
|
For
|
For
|
9 Proposal to appoint PricewaterhouseCoopers Accountants N.V. as external auditor for the reporting year 2025, in light of the mandatory external auditor rotation
|
Issuer
|
|
For
|
For
|
10a Authorization to issue ordinary shares or grant rights to subscribe for ordinary shares up to 5% for general purposes and up to 5% in connection with or on the occasion of mergers,
acquisitions and/or (strategic) alliances
|
Issuer
|
|
For
|
For
|
10b Authorization of the Board of Management to restrict or exclude pre-emption rights in connection with the authorizations referred to in item 10 a)
|
Issuer
|
|
For
|
For
|
11 Proposal to authorize the Board of Management to repurchase ordinary shares up to 10% of the issued share capital
|
Issuer
|
|
For
|
For
|
12 Proposal to cancel ordinary shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASTRAZENECA PLC
|
4/27/23
|
AZN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE THE COMPANY’S ACCOUNTS THE REPORTS OF THE DIRECTORS AND AUDITOR AND THE STRATEGIC REPORT FOR THE YEAR ENDED31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 TO CONFIRM DIVIDENDS
|
Issuer
|
|
For
|
For
|
3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS AUDITOR
|
Issuer
|
|
For
|
For
|
4 TO AUTHORISE THE DIRECTORS TO AGREE THE REMUNERATION
|
Issuer
|
|
For
|
5A TO ELECT OR RE-ELECT MICHEL DEMARE
|
||
|
For
|
5B TO ELECT OR RE-ELECT PASCAL SORIOT
|
||
|
For
|
5C TO ELECT OR RE-ELECT ARADHANA SARIN
|
||
|
For
|
5D TO ELECT OR RE-ELECT PHILIP BROADLEY
|
||
|
For
|
5E TO ELECT OR RE-ELECT EUAN ASHLEY
|
||
|
For
|
5F TO ELECT OR RE-ELECT DEBORAH DISANZO
|
||
|
For
|
5G TO ELECT OR RE-ELECT DIANA LAYFIELD
|
||
|
For
|
5H TO ELECT OR RE-ELECT SHERI MCCOY
|
||
|
For
|
5I TO ELECT OR RE-ELECT TONY MOK
|
||
|
For
|
5J TO ELECT OR RE-ELECT NAZNEEN RAHMAN
|
||
|
For
|
5K TO ELECT OR RE-ELECT ANDREAS RUMMELT
|
||
|
For
|
5L TO ELECT OR RE-ELECT MARCUS WALLENBERG
|
||
|
For
|
For
|
6 TO APPROVE THE ANNUAL REPORT ON REMUNERATION FOR THE YEAR ENDED 31DECEMBER 2022
|
Issuer
|
|
For
|
For
|
7 TO AUTHORISE LIMITED POLITICAL DONATIONS
|
Issuer
|
|
For
|
For
|
8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES
|
Issuer
|
|
For
|
For
|
9 TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
10 TO AUTHORISE THE DIRECTORS TO FURTHER DISAPPLY PRE-EMPTION RIGHTS FOR ACQUISITIONS AND SPECIFIED CAPITAL INVESTMENTS
|
Issuer
|
|
For
|
For
|
11 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES
|
Issuer
|
|
For
|
For
|
12 TO REDUCE THE NOTICE PERIOD FOR GENERAL MEETINGS
|
Issuer
|
|
For
|
For
|
13 TO ADOPT NEW ARTICLES OF ASSOCIATION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AUTOSTORE HOLDINGS LTD
|
5/23/23
|
AUTO.NO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 ELECT CHAIRMAN OF MEETING
|
Issuer
|
|
For
|
For
|
2 DESIGNATE INSPECTOR(S) OF MINUTES OF MEETING
|
Issuer
|
|
For
|
For
|
3 APPROVE NOTICE OF MEETING AND AGENDA
|
Issuer
|
|
For
|
For
|
4 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
5 APPROVE DELOITTE AS AUDITOR AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
|
Issuer
|
|
For
|
For
|
7 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
8 CONFIRMATION OF ACTS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BAE SYSTEMS PLC
|
5/4/23
|
BA.LN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 REPORT AND ACCOUNTS
|
Issuer
|
|
For
|
For
|
2 REMUNERATION POLICY
|
Issuer
|
|
For
|
For
|
3 REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
4 FINAL DIVIDEND
|
Issuer
|
|
For
|
5 RE-ELECT NICHOLAS ANDERSON
|
||
|
For
|
6 RE-ELECT THOMAS ARSENEAULT0
|
||
|
For
|
7 RE-ELECT CRYSTAL E ASHBY
|
||
|
For
|
8 RE-ELECT DAME ELIZABETH CORLEY
|
||
|
For
|
9 RE-ELECT BRADLEY GREVE
|
||
|
For
|
10 RE-ELECT JANE GRIFFITHS
|
||
|
For
|
11 RE-ELECT CHRISTOPHER GRIGG
|
||
|
For
|
12 RE-ELECT EWAN KIRK
|
||
|
For
|
13 RE-ELECT STEPHEN PEARCE
|
||
|
For
|
14 RE-ELECT NICOLE PIASECKI
|
||
|
For
|
15 RE-ELECT CHARLES WOODBURN
|
||
|
For
|
16 ELECT CRESSIDA HOGG
|
||
|
For
|
17 ELECT LORD SEDWILL
|
||
|
For
|
For
|
18 RE-APPOINTMENT OF AUDITORS
|
Issuer
|
|
For
|
For
|
19 REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
20 POLITICAL DONATIONS UP TO SPECIFIED LIMITS
|
Issuer
|
|
For
|
For
|
21 BAE SYSTEMS LONG-TERM INCENTIVE PLAN
|
Issuer
|
|
For
|
For
|
22 AUTHORITY TO ALLOT NEW SHARES
|
Issuer
|
|
For
|
For
|
23 DISAPPLICATION OF PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
24 PURCHASE OWN SHARES
|
Issuer
|
|
For
|
For
|
25 NOTICE OF GENERAL MEETINGS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BAYCURRENT CONSULTING,INC.
|
5/26/23
|
6532.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
For
|
2 Amend Articles to: Increase the Board of Directors Size, Transition to a 定款一部変更 Company with Supervisory Committee, Allow the Board of Directors to Authorize Appropriation of Surplus and
Purchase Own Shares
|
Issuer
|
|
For
|
3.1 Appoint a Director who is not Audit and Supervisory Committee Member Abe, 取締役選任 Yoshiyuki
|
||
|
For
|
3.2 Appoint a Director who is not Audit and Supervisory Committee Member Ikehira, 取締役選任 Kentaro
|
||
|
For
|
3.3 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Nakamura, Kosuke
|
||
|
For
|
3.4 Appoint a Director who is not Audit and Supervisory Committee Member Shoji, 取締役選任 Toshimune
|
||
|
For
|
3.5 Appoint a Director who is not Audit and Supervisory Committee Member Sato, 取締役選任 Shintaro
|
||
|
For
|
4.1 Appoint a Director who is Audit and Supervisory Committee Member Okuyama, 取締役選任 Yoshitaka
|
||
|
For
|
4.2 Appoint a Director who is Audit and Supervisory Committee Member Kasuya, 取締役選任 Yuichiro
|
||
|
For
|
4.3 Appoint a Director who is Audit and Supervisory Committee Member Fujimoto, 取締役選任 Tetsuya
|
||
|
For
|
4.4 Appoint a Director who is Audit and Supervisory Committee Member Midorikawa, 取締役選任 Yoshie
|
||
|
For
|
For
|
5 Approve Details of the Compensation to be received by Directors (Excluding 役員報酬額改定 Directors who are Audit and Supervisory Committee Members)
|
Issuer
|
|
For
|
For
|
6 Approve Details of the Restricted-Stock Compensation to be received by 役員報酬額改定 Directors (Excluding Outside Directors and Directors who are Audit and Supervisory Committee Members)
|
Issuer
|
|
For
|
For
|
7 Approve Details of the Compensation to be received by Directors who are Audit 役員報酬額改定 and Supervisory Committee Members
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BRENNTAG SE
|
6/15/23
|
BNR.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.00 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY DELOITTE GMBH AS AUDITORS FOR FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION POLICY FOR THE MANAGEMENT BOARD
|
Issuer
|
|
For
|
For
|
7 APPROVE REMUNERATION POLICY FOR THE SUPERVISORY BOARD
|
Issuer
|
|
For
|
For
|
8 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
9.1 ELECT RICHARD RIDINGER TO THE SUPERVISORY BOARD
|
||
|
For
|
9.2 ELECT SUJATHA CHANDRASEKARAN TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
10.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
10.2 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE VIRTUAL ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
11 VOTING INSTRUCTIONS FOR MOTIONS OR NOMINATIONS BY SHAREHOLDERS THAT ARE NOT MADE ACCESSIBLE BEFORE THE AGM AND THAT ARE MADE OR AMENDED IN THE COURSE OF THE AGM
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BUREAU VERITAS SA
|
6/22/23
|
BVI.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 - APPROVAL OF THE OVERALL AMOUNT OF NON-DEDUCTIBLE EXPENSES AND COSTS
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022; DISTRIBUTION OF A DIVIDEND
|
Issuer
|
|
For
|
For
|
4 THE STATUTORY AUDITORS’ SPECIAL REPORT ON AGREEMENTS REFERRED TO IN ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
5 RATIFICATION OF THE CO-OPTATION OF MR. LAURENT MIGNON AS A DIRECTOR, AS A REPLACEMENT FOR MR. ANDRE FRANCOIS-PONCET
|
||
|
For
|
6 RENEWAL OF THE TERM OF OFFICE OF MR. FREDERIC SANCHEZ AS A DIRECTOR
|
||
|
For
|
For
|
7 APPROVAL OF THE INFORMATION RELATING TO THE REMUNERATION OF CORPORATE OFFICERS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022, MENTIONED IN SECTION I OF ARTICLE L.22-10-9 OF THE FRENCH
COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
8 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL REMUNERATION AND BENEFITS OF ANY KIND PAID DURING THE FINANCIAL YEAR 2022 OR ALLOCATED IN RESPECT OF THE SAME
FINANCIAL YEAR TO MR. ALDO CARDOSO, IN HIS CAPACITY AS CHAIRMAN OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
9 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL REMUNERATION AND BENEFITS OF ANY KIND PAID DURING THE FINANCIAL YEAR 2022 OR ALLOCATED IN RESPECT OF THE SAME
FINANCIAL YEAR TO MR. DIDIER MICHAUD-DANIEL, IN HIS CAPACITY AS CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
10 APPROVAL OF THE REMUNERATION POLICY FOR DIRECTORS FOR THE FINANCIAL YEAR 2023
|
Issuer
|
|
For
|
For
|
11 APPROVAL OF THE REMUNERATION POLICY FOR THE CHAIRMAN OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR 2023
|
Issuer
|
|
For
|
For
|
12 APPROVAL OF THE REMUNERATION POLICY FOR THE CHIEF EXECUTIVE OFFICER FOR THE PERIOD FROM 01 JANUARY 2023 TO 22 JUNE 2023
|
Issuer
|
|
For
|
For
|
13 APPROVAL OF THE REMUNERATION POLICY FOR THE CHIEF EXECUTIVE OFFICER FOR THE PERIOD FROM 22 JUNE 2023 TO 31 DECEMBER 2023
|
Issuer
|
|
For
|
For
|
14 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL REMUNERATION AND BENEFITS OF ANY KIND PAID DURING THE FINANCIAL YEAR 2023 OR ALLOCATED IN RESPECT OF THE SAME
FINANCIAL YEAR TO MR. DIDIER MICHAUD-DANIEL IN HIS CAPACITY AS CHIEF EXECUTIVE OFFICER, UNTIL THE DATE OF TERMINATION OF HIS DUTIES
|
Issuer
|
|
For
|
For
|
15 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS TO TRADE IN THE COMPANY’S SHARES
|
Issuer
|
|
For
|
For
|
16 OVERALL CEILING FOR CAPITAL INCREASES AND ISSUES OF TRANSFERABLE SECURITIES REPRESENTING DEBT SECURITIES AND SUB-CEILING FOR CAPITAL INCREASES AND ISSUES OF TRANSFERABLE SECURITIES
REPRESENTING DEBT SECURITIES WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
17 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL WITH RETENTION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT BY ISSUING (I) COMMON SHARES OF THE
COMPANY AND/OR (II) TRANSFERABLE SECURITIES THAT ARE EQUITY SECURITIES GRANTING ACCESS, IMMEDIATELY AND/OR IN THE FUTURE, TO OTHER EQUITY SECURITIES EXISTING OR TO BE ISSUED BY THE COMPANY AND/OR ONE OF ITS SUBSIDIARIES AND/OR (III)
TRANSFERABLE SECURITIES REPRESENTING DEBT SECURITIES THAT MAY GRANT ACCESS OR GRANT ACCESS TO EQUITY SECURITIES TO BE ISSUED OF THE COMPANY AND/OR OF ONE OF ITS SUBSIDIARIES
|
Issuer
|
|
For
|
For
|
18 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY INCORPORATION OF PREMIUMS, RESERVES, PROFITS OR ANY OTHER SUM WHOSE CAPITALISATION WOULD BE ALLOWED
|
Issuer
|
|
For
|
For
|
19 DELEGATION OF POWERS GRANTED TO THE BOARD OF DIRECTORS TO ISSUE COMMON SHARES OF THE COMPANY AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS, IMMEDIATELY AND/OR IN THE FUTURE, TO THE COMPANY’S
CAPITAL, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, WITHIN THE LIMIT OF 10% OF THE SHARE CAPITAL, IN REMUNERATION FOR CONTRIBUTIONS IN KIND GRANTED TO THE COMPANY
|
Issuer
|
|
For
|
For
|
20 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO ISSUE COMMON SHARES OF THE COMPANY AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS, IMMEDIATELY AND/OR IN THE FUTURE, TO THE
COMPANY’S CAPITAL AS CONSIDERATION FOR CONTRIBUTIONS OF SECURITIES CARRIED OUT IN THE CONTEXT OF A PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY
|
Issuer
|
|
For
|
For
|
21 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO ISSUE BY PUBLIC OFFERING (OTHER THAN THOSE REFERRED TO IN PARAGRAPH 1 OF ARTICLE L. 411-2 OF THE FRENCH MONETARY AND FINANCIAL
CODE) COMMON SHARES OF THE COMPANY AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS, IMMEDIATELY AND/OR IN THE FUTURE, TO THE CAPITAL OF THE COMPANY AND/OR A SUBSIDIARY, WITH CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
22 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO ISSUE, BY WAY OF A PUBLIC OFFERING REFERRED TO IN PARAGRAPH 1 OF ARTICLE L. 411-2 OF THE FRENCH MONETARY AND FINANCIAL CODE,
ADDRESSED EXCLUSIVELY TO QUALIFIED INVESTORS AND/OR A RESTRICTED CIRCLE OF INVESTORS, COMMON SHARES OF THE COMPANY AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS, IMMEDIATELY AND/OR IN THE FUTURE, TO THE CAPITAL OF THE COMPANY AND/OR ONE
OF ITS SUBSIDIARIES, WITH CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
23 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS, IN THE EVENT OF AN ISSUE WITHOUT THE PRE-EMPTIVE SUBSCRIPTION RIGHT PURSUANT TO THE 21ST AND THE 22ND RESOLUTIONS, TO SET THE ISSUE PRICE IN
ACCORDANCE WITH THE TERMS AND CONDITIONS SET BY THE GENERAL MEETING, WITHIN THE LIMIT OF 10% OF THE SHARE CAPITAL PER YEAR
|
Issuer
|
|
For
|
For
|
24 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE, IN THE EVENT OF OVERSUBSCRIPTION, THE NUMBER OF SECURITIES TO BE ISSUED IN THE EVENT OF A CAPITAL INCREASE WITH RETENTION
OR CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
25 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS TO GRANT SHARE SUBSCRIPTION OPTIONS, ENTAILING THE EXPRESS WAIVER BY THE SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT, OR SHARE PURCHASE
OPTIONS IN FAVOUR OF EMPLOYEES AND/OR EXECUTIVE CORPORATE OFFICERS OF THE GROUP
|
Issuer
|
|
For
|
For
|
26 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS TO FREELY ALLOCATE EXISTING COMMON SHARES OR NEW COMMON SHARES OF THE COMPANY FOR THE BENEFIT OF EMPLOYEES AND/OR EXECUTIVE CORPORATE OFFICERS
OF THE GROUP, WITH THE WAIVER BY THE SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
27 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO ISSUE, IN FAVOUR OF MEMBERS OF A COMPANY SAVINGS PLAN, COMMON SHARES OF THE COMPANY AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS,
IMMEDIATELY AND/OR IN THE FUTURE, TO THE CAPITAL OF THE COMPANY, WITH CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
28 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLING ALL OR PART OF THE COMPANY’S SHARES ACQUIRED IN THE CONTEXT OF ANY SHARE BUYBACK PROGRAM
|
Issuer
|
|
For
|
For
|
29 POWERS TO CARRY OUT FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CANADIAN NATIONAL RAILWAY COMPANY
|
4/25/23
|
CNI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A Election of Director: Shauneen Bruder
|
||
|
For
|
1B Election of Director: Jo-ann dePass Olsovsky
|
||
|
For
|
1C Election of Director: David Freeman
|
||
|
For
|
1D Election of Director: Denise Gray
|
||
|
For
|
1E Election of Director: Justin M. Howell
|
||
|
For
|
1F Election of Director: Susan C. Jones
|
||
|
For
|
1G Election of Director: Robert Knight
|
||
|
For
|
1H Election of Director: Michel Letellier
|
||
|
For
|
1I Election of Director: Margaret A. McKenzie
|
||
|
For
|
1J Election of Director: Al Monaco
|
||
|
For
|
1K Election of Director: Tracy Robinson
|
||
|
For
|
For
|
2 Appointment of KPMG LLP as Auditors.
|
Issuer
|
|
For
|
For
|
3 Non-Binding Advisory Resolution to accept the approach to executive compensation disclosed in the management information circular, the full text of which resolution is set out on p.11 of the
management information circular.
|
Issuer
|
|
For
|
For
|
4 Non-Binding Advisory Resolution to accept the Company’s Climate Action Plan as disclosed in the management information circular, the full text of which resolution is set out on p.11 of the
management information circular.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CARL ZEISS MEDITEC AG
|
3/22/23
|
AFX.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.10 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
5 RATIFY PRICEWATERHOUSECOOPERS GMBH AS AUDITORS FOR FISCAL YEAR 2022/23
|
Issuer
|
|
For
|
For
|
6.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2028
|
Issuer
|
|
For
|
For
|
6.2 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
7.1 AMEND ARTICLES RE: MANAGEMENT BOARD COMPOSITION
|
Issuer
|
|
For
|
For
|
7.2 AMEND ARTICLES RE: SUPERVISORY BOARD COMPOSITION
|
Issuer
|
|
For
|
For
|
7.3 AMEND ARTICLES RE: SUPERVISORY BOARD CHAIR
|
Issuer
|
|
For
|
For
|
7.4 AMEND ARTICLES RE: SUPERVISORY BOARD MEETINGS
|
Issuer
|
|
For
|
For
|
7.5 AMEND ARTICLES RE: SUPERVISORY BOARD RESOLUTIONS
|
Issuer
|
|
For
|
For
|
7.6 AMEND ARTICLES RE: SUPERVISORY BOARD COMMITTEES
|
Issuer
|
|
For
|
8.1 ELECT KARL LAMPRECHT TO THE SUPERVISORY BOARD
|
||
|
For
|
8.2 ELECT TANIA VON DER GOLTZ TO THE SUPERVISORY BOARD
|
||
|
For
|
8.3 ELECT CHRISTIAN MUELLER TO THE SUPERVISORY BOARD
|
||
|
For
|
8.4 ELECT PETER KAMERITSCH TO THE SUPERVISORY BOARD
|
||
|
For
|
8.5 ELECT ISABEL DE PAOLI TO THE SUPERVISORY BOARD
|
||
|
For
|
8.6 ELECT TORSTEN REITZE TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
9 APPROVE REMUNERATION POLICY
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHINA MERCHANTS BANK CO LTD
|
6/27/23
|
3968.HK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 WORK REPORT OF THE BOARD OF DIRECTORS FOR THE YEAR 2022
|
Issuer
|
|
For
|
For
|
2 WORK REPORT OF THE BOARD OF SUPERVISORS FOR THE YEAR 2022
|
Issuer
|
|
For
|
For
|
3 ANNUAL REPORT FOR THE YEAR 2022 (INCLUDING THE AUDITED FINANCIAL REPORT)
|
Issuer
|
|
For
|
For
|
4 AUDITED FINANCIAL STATEMENTS FOR THE YEAR 2022
|
Issuer
|
|
For
|
For
|
5 PROPOSAL REGARDING THE PROFIT APPROPRIATION PLAN FOR THE YEAR 2022 (INCLUDING THE DISTRIBUTION OF FINAL DIVIDEND)
|
Issuer
|
|
For
|
For
|
6 RESOLUTION REGARDING THE ENGAGEMENT OF ACCOUNTING FIRMS FOR THE YEAR 2023
|
Issuer
|
|
For
|
For
|
7 RELATED PARTY TRANSACTION REPORT FOR THE YEAR 2022
|
Issuer
|
|
For
|
For
|
8 CAPITAL MANAGEMENT PLAN FOR 2023-2027
|
Issuer
|
|
For
|
9 PROPOSAL REGARDING ELECTION OF MR. HUANG JIAN AS A NON-EXECUTIVE DIRECTOR OF THE TWELFTH SESSION OF THE BOARD OF DIRECTORS OF CHINA MERCHANTS BANK
|
||
|
For
|
10 PROPOSAL REGARDING ELECTION OF MR. ZHU JIANGTAO AS AN EXECUTIVE DIRECTOR OF THE TWELFTH SESSION OF THE BOARD OF DIRECTORS OF CHINA MERCHANTS BANK
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHINA RESOURCES BEER (HOLDINGS) COMPANY LTD
|
5/19/23
|
0291.HK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE AND CONSIDER THE AUDITED FINANCIAL STATEMENTS AND THE DIRECTORS’ REPORT AND THE INDEPENDENT AUDITOR’S REPORT FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 TO DECLARE A FINAL DIVIDEND OF RMB0.302 PER SHARE FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
3.1 TO RE-ELECT MR. LAI NI HIUM, FRANK AS DIRECTOR
|
||
|
For
|
3.2 TO RE-ELECT MR. HOUANG TAI NINH AS DIRECTOR
|
||
|
For
|
3.3 TO RE-ELECT MR. BERNARD CHARNWUT CHAN AS DIRECTOR
|
||
|
For
|
3.4 TO RE-ELECT MR. SIU KWING CHUE, GORDON AS DIRECTOR
|
||
|
For
|
3.5 TO RE-ELECT MR. LAI HIN WING HENRY STEPHEN AS DIRECTOR
|
||
|
For
|
For
|
3.6 TO FIX THE FEES FOR ALL DIRECTORS
|
Issuer
|
|
For
|
For
|
4 TO RE-APPOINT DELOITTE TOUCHE TOHMATSU AS AUDITOR AND TO AUTHORISE THE DIRECTORS TO FIX THEIR REMUNERATION
|
Issuer
|
|
For
|
For
|
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO BUY BACK SHARES OF THE COMPANY
|
Issuer
|
|
For
|
For
|
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO ISSUE NEW SHARES OF THE COMPANY
|
Issuer
|
|
For
|
For
|
7 TO EXTEND THE GENERAL MANDATE TO BE GIVEN TO THE DIRECTORS TO ISSUE NEW SHARES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CONSTELLATION SOFTWARE INC
|
5/8/23
|
CSU.CN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 ELECTION OF DIRECTOR: JEFF BENDER
|
||
|
For
|
1.2 ELECTION OF DIRECTOR: JOHN BILLOWITS
|
||
|
For
|
1.3 ELECTION OF DIRECTOR: SUSAN GAYNER
|
||
|
For
|
1.4 ELECTION OF DIRECTOR: CLAIRE KENNEDY
|
||
|
For
|
1.5 ELECTION OF DIRECTOR: ROBERT KITTEL
|
||
|
For
|
1.6 ELECTION OF DIRECTOR: MARK LEONARD
|
||
|
For
|
1.7 ELECTION OF DIRECTOR: MARK MILLER
|
||
|
For
|
1.8 ELECTION OF DIRECTOR: LORI O’NEILL
|
||
|
For
|
1.9 ELECTION OF DIRECTOR: DONNA PARR
|
||
|
For
|
1.10 ELECTION OF DIRECTOR: ANDREW PASTOR
|
||
|
For
|
1.11 ELECTION OF DIRECTOR: LAURIE SCHULTZ
|
||
|
For
|
1.12 ELECTION OF DIRECTOR: BARRY SYMONS
|
||
|
For
|
1.13 ELECTION OF DIRECTOR: ROBIN VAN POELJE
|
||
|
For
|
For
|
2 RE-APPOINTMENT OF KPMG LLP, AS AUDITORS OF THE CORPORATION FOR THE ENSUING YEAR AND TO AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION TO BE PAID TO THE AUDITORS
|
Issuer
|
|
For
|
For
|
3 AN ADVISORY VOTE TO ACCEPT THE CORPORATION’S APPROACH TO EXECUTIVE COMPENSATION AS MORE PARTICULARLY DESCRIBED IN THE ACCOMPANYING MANAGEMENT INFORMATION CIRCULAR
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CRH PLC
|
4/27/23
|
CRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 REVIEW OF COMPANY’S AFFAIRS AND CONSIDERATION OF FINANCIAL STATEMENTS AND REPORTS OF DIRECTORS (INCLUDING THE GOVERNANCE APPENDIX) AND AUDITORS FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 DECLARATION OF A DIVIDEND ON ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
3 CONSIDERATION OF DIRECTORS REMUNERATION REPORT
|
Issuer
|
|
For
|
4A RE-ELECTION OF DIRECTOR R. BOUCHER
|
||
|
For
|
4B RE-ELECTION OF DIRECTOR C. DOWLING
|
||
|
For
|
4C RE-ELECTION OF DIRECTOR R. FEARON
|
||
|
For
|
4D RE-ELECTION OF DIRECTOR J. KARLSTROM
|
||
|
For
|
4E RE-ELECTION OF DIRECTOR S. KELLY
|
||
|
For
|
4F RE-ELECTION OF DIRECTOR B. KHAN
|
||
|
For
|
4G RE-ELECTION OF DIRECTOR L. MCKAY
|
||
|
For
|
4H RE-ELECTION OF DIRECTOR A. MANIFOLD
|
||
|
For
|
4I RE-ELECTION OF DIRECTOR J. MINTERN
|
||
|
For
|
4J RE-ELECTION OF DIRECTOR G.L. PLATT
|
||
|
For
|
4K RE-ELECTION OF DIRECTOR M.K. RHINEHART
|
||
|
For
|
4L RE-ELECTION OF DIRECTOR S. TALBOT
|
||
|
For
|
4M RE-ELECTION OF DIRECTOR C. VERCHERE
|
||
|
For
|
For
|
5 REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
6 CONTINUATION OF DELOITTE IRELAND LLP AS AUDITORS
|
Issuer
|
|
For
|
For
|
7 AUTHORITY TO ALLOT SHARES
|
Issuer
|
|
For
|
For
|
8 DISAPPLICATION OF PRE-EMPTION RIGHTS (RE ALLOTMENTS OF UP TO 10PER CENT OF THE COMPANY’S ISSUED SHARE CAPITAL ON AN UNRESTRICTED BASIS)
|
Issuer
|
|
For
|
For
|
9 AUTHORITY TO PURCHASE OWN ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
10 AUTHORITY TO REISSUE TREASURY SHARES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CRH PLC
|
6/8/23
|
CRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO APPROVE THE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 TO APPROVE THE LSE LISTING CHANGE
|
Issuer
|
|
For
|
For
|
3 TO ADOPT NEW ARTICLES OF ASSOCIATION OF THE COMPANY
|
Issuer
|
|
For
|
For
|
4 TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES AND OVERSEAS MARKET PURCHASES OF ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
5 TO AUTHORISE THE COMPANY TO REISSUE TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 TO ADOPT NEW ARTICLE 4A
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DASSAULT SYSTEMES SE
|
5/24/23
|
DSY.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE PARENT COMPANY ANNUAL FINANCIAL STATEMENTS
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF PROFIT
|
Issuer
|
|
For
|
For
|
4 RELATED-PARTY AGREEMENTS
|
Issuer
|
|
For
|
For
|
5 REAPPOINTMENT OF THE PRINCIPAL STATUTORY AUDITOR
|
Issuer
|
|
For
|
For
|
6 COMPENSATION POLICY FOR CORPORATE OFFICERS (MANDATAIRES SOCIAUX)
|
Issuer
|
|
For
|
For
|
7 COMPENSATION ELEMENTS PAID OR GRANTED IN 2022 TO MR. CHARLES EDELSTENNE, CHAIRMAN OF THE BOARD OF DIRECTORS UNTIL JANUARY 8, 2023
|
Issuer
|
|
For
|
For
|
8 COMPENSATION ELEMENTS PAID OR GRANTED IN 2022 TO MR. BERNARD CHARLES, VICE CHAIRMAN OF THE BOARD OF DIRECTORS AND CHIEF EXECUTIVE OFFICER UNTIL JANUARY 8, 2023
|
Issuer
|
|
For
|
For
|
9 APPROVAL OF THE INFORMATION CONTAINED IN THE CORPORATE GOVERNANCE REPORT AND RELATING TO THE COMPENSATION OF CORPORATE OFFICERS (MANDATAIRES SOCIAUX) (ARTICLE L.22- 10-9 OF THE FRENCH
COMMERCIAL CODE)
|
Issuer
|
|
For
|
10 REAPPOINTMENT OF MS. CATHERINE DASSAULT
|
||
|
For
|
For
|
11 APPOINTMENT OF A NEW DIRECTOR
|
Issuer
|
|
For
|
For
|
12 AUTHORIZATION TO REPURCHASE DASSAULT SYSTNMES SHARES
|
Issuer
|
|
For
|
For
|
13 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF PREVIOUSLY REPURCHASED SHARES IN THE FRAMEWORK OF THE SHARE BUYBACK PROGRAM
|
Issuer
|
|
For
|
For
|
14 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES OR CONVERTIBLE SECURITIES, WITH PREFERENTIAL SUBSCRIPTION RIGHTS FOR SHAREHOLDERS
|
Issuer
|
|
For
|
For
|
15 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES OR CONVERTIBLE SECURITIES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS FOR SHAREHOLDERS
AND BY WAY OF A PUBLIC OFFERING
|
Issuer
|
|
For
|
For
|
16 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES OR CONVERTIBLE SECURITIES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS FOR SHAREHOLDERS,
UNDER A PUBLIC OFFERING REFERRED TO IN ARTICLE L. 411-2-1 OF THE FRENCH MONETARY AND FINANCIAL CODE
|
Issuer
|
|
For
|
For
|
17 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN THE EVENT OF A SHARE CAPITAL INCREASE WITH OR WITHOUT PREFERENTIAL SUBSCRIPTION
RIGHTS
|
Issuer
|
|
For
|
For
|
18 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY INCORPORATION OF RESERVES, PROFITS OR PREMIUMS
|
Issuer
|
|
For
|
For
|
19 DELEGATION OF POWERS TO INCREASE THE SHARE CAPITAL, UP TO A MAXIMUM OF 10%, TO REMUNERATE CONTRIBUTIONS IN KIND OF SHARES
|
Issuer
|
|
For
|
For
|
20 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO ALLOCATE COMPANY SHARES TO CORPORATE OFFICERS (MANDATAIRES SOCIAUX) AND EMPLOYEES OF THE COMPANY AND ITS AFFILIATED COMPANIES, ENTAILING
AUTOMATICALLY THAT SHAREHOLDERS WAIVE THEIR PREFERENTIAL SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
21 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO GRANT SHARE SUBSCRIPTION AND PURCHASE OPTIONS TO EXECUTIVE OFFICERS AND EMPLOYEES OF THE COMPANY AND ITS AFFILIATED COMPANIES ENTAILING THAT
SHAREHOLDERS WAIVE THEIR PREFERENTIAL SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
22 AUTHORIZATION OF THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL FOR THE BENEFIT OF MEMBERS OF A CORPORATE SAVINGS PLAN, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
23 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL FOR THE BENEFIT OF A CATEGORY OF BENEFICIARIES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS, UNDER AN
EMPLOYEE SHAREHOLDING PLAN
|
Issuer
|
|
For
|
For
|
24 POWERS FOR FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DAVIDE CAMPARI-MILANO N.V.
|
4/13/23
|
CPR.IM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
0010 REMUNERATION REPORT (ADVISORY VOTE)
|
Issuer
|
|
For
|
For
|
0020 ADOPTION OF 2022 ANNUAL ACCOUNTS
|
Issuer
|
|
For
|
For
|
0030 DETERMINATION AND DISTRIBUTION OF DIVIDEND
|
Issuer
|
|
For
|
For
|
0040 RELEASE FROM LIABILITY OF THE EXECUTIVE DIRECTORS
|
Issuer
|
|
For
|
For
|
0050 RELEASE FROM LIABILITY OF THE NON-EXECUTIVE DIRECTORS
|
Issuer
|
|
For
|
For
|
0060 APPROVAL OF THE STOCK OPTIONS PLAN PURSUANT TO ART. 114-BIS OF THE ITALIAN CONSOLIDATED LAW ON FINANCIAL INTERMEDIATION
|
Issuer
|
|
For
|
For
|
0070 AUTHORIZATION OF THE BOARD OF DIRECTORS TO REPURCHASE SHARES IN THE COMPANY
|
Issuer
|
|
For
|
For
|
0080 CONFIRMATION OF APPOINTMENT OF ERNST & YOUNG ACCOUNTANTS LLP AS INDEPENDENT EXTERNAL AUDITOR ENTRUSTED WITH THE AUDIT OF THE ANNUAL ACCOUNTS FOR THE FINANCIAL YEARS 2023-2027
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DIAGEO PLC
|
10/6/22
|
DEO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
O1 Report and accounts 2022
|
Issuer
|
|
For
|
For
|
O2 Directors’ remuneration report 2022
|
Issuer
|
|
For
|
For
|
O3 Declaration of final dividend
|
Issuer
|
|
For
|
O4 Appointment of Karen Blackett (1,3,4) as a Director
|
||
|
For
|
O5 Re-appointment of Melissa Bethell (1,3,4) as a Director
|
||
|
For
|
O6 Re-appointment of Lavanya Chandrashekar (2) as a Director
|
||
|
For
|
O7 Re-appointment of Valérie Chapoulaud-Floquet (1,3,4) as a Director
|
||
|
For
|
O8 Re-appointment of Javier Ferrán (3*) as a Director
|
||
|
For
|
O9 Re-appointment of Susan Kilsby (1,3,4*) as a Director
|
||
|
For
|
O10 Re-appointment of Sir John Manzoni (1,3,4) as a Director
|
||
|
For
|
O11 Re-appointment of Lady Mendelsohn (1,3,4) as a Director
|
||
|
For
|
O12 Re-appointment of Ivan Menezes (2*) as a Director
|
||
|
For
|
O13 Re-appointment of Alan Stewart (1*,3,4) as a Director
|
||
|
For
|
O14 Re-appointment of Ireena Vittal (1,3,4) as a Director
|
||
|
For
|
For
|
O15 Re-appointment of auditor
|
Issuer
|
|
For
|
For
|
O16 Remuneration of auditor
|
Issuer
|
|
For
|
For
|
O17 Authority to make political donations and/or to incur political expenditure
|
Issuer
|
|
For
|
For
|
O18 Amendment of the Diageo plc 2017 Irish Share Ownership Plan
|
Issuer
|
|
For
|
For
|
O19 Authority to allot shares
|
Issuer
|
|
For
|
For
|
S20 Disapplication of pre-emption rights
|
Issuer
|
|
For
|
For
|
S21 Authority to purchase own ordinary shares
|
Issuer
|
|
For
|
For
|
S22 Reduced notice of a general meeting other than an AGM
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DISCO CORPORATION
|
6/29/23
|
6146.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
For
|
2 Amend Articles to: Amend Business Lines 定款一部変更
|
Issuer
|
|
For
|
3.1 Appoint a Director Sekiya, Kazuma 取締役選任
|
||
|
For
|
3.2 Appoint a Director Yoshinaga, Noboru 取締役選任
|
||
|
For
|
3.3 Appoint a Director Tamura, Takao 取締役選任
|
||
|
For
|
3.4 Appoint a Director Inasaki, Ichiro 取締役選任
|
||
|
For
|
3.5 Appoint a Director Tamura, Shinichi 取締役選任
|
||
|
For
|
3.6 Appoint a Director Mimata, Tsutomu 取締役選任
|
||
|
For
|
3.7 Appoint a Director Yamaguchi, Yusei 取締役選任
|
||
|
For
|
3.8 Appoint a Director Tokimaru, Kazuyoshi 取締役選任
|
||
|
For
|
3.9 Appoint a Director Oki, Noriko 取締役選任
|
||
|
For
|
3.10 Appoint a Director Matsuo, Akiko 取締役選任
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DWS GROUP GMBH & CO. KGAA
|
6/15/23
|
DWS.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.05 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF PERSONALLY LIABLE PARTNER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
7.1 ELECT KARL VON ROHR TO THE SUPERVISORY BOARD
|
||
|
For
|
7.2 ELECT UTE WOLF TO THE SUPERVISORY BOARD
|
||
|
For
|
7.3 ELECT ALDO CARDOSO TO THE SUPERVISORY BOARD
|
||
|
For
|
7.4 ELECT BERND LEUKERT TO THE SUPERVISORY BOARD
|
||
|
For
|
7.5 ELECT RICHARD MORRIS TO THE SUPERVISORY BOARD
|
||
|
For
|
7.6 ELECT MARGRET SUCKALE TO THE SUPERVISORY BOARD
|
||
|
For
|
7.7 ELECT KAZUHIDE TODA TO THE SUPERVISORY BOARD
|
||
|
For
|
7.8 ELECT CHRISTINA BANNIER TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
8.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
8.2 AMEND ARTICLES RE: VIDEO AND AUDIO TRANSMISSION OF THE GENERAL MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EUROFINS SCIENTIFIC SE
|
4/27/23
|
ERF.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 RECEIVE AND APPROVE BOARD’S REPORTS
|
Issuer
|
|
For
|
For
|
2 RECEIVE AND APPROVE DIRECTOR’S SPECIAL REPORT RE: OPERATIONS CARRIED OUT UNDER THE AUTHORIZED CAPITAL ESTABLISHED
|
Issuer
|
|
For
|
For
|
3 RECEIVE AND APPROVE AUDITOR’S REPORTS
|
Issuer
|
|
For
|
For
|
4 APPROVE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
5 APPROVE FINANCIAL STATEMENTS
|
Issuer
|
|
For
|
For
|
6 APPROVE ALLOCATION OF INCOME
|
Issuer
|
|
For
|
For
|
7 APPROVE DISCHARGE OF DIRECTORS
|
Issuer
|
|
For
|
For
|
8 APPROVE DISCHARGE OF AUDITORS
|
Issuer
|
|
For
|
For
|
9 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
10 APPROVE OTHER SECTIONS OF THE REMUNERATION REPORT
|
Issuer
|
|
For
|
11 REELECT IVO RAUH AS DIRECTOR
|
||
|
For
|
12 REELECT FERESHTEH POUCHANTCHI AS DIRECTOR
|
||
|
For
|
For
|
13 RENEW APPOINTMENT OF DELOITTE AUDIT AS AUDITOR
|
Issuer
|
|
For
|
For
|
14 APPROVE REMUNERATION OF DIRECTORS
|
Issuer
|
|
For
|
For
|
15 ACKNOWLEDGE INFORMATION ON REPURCHASE PROGRAM
|
Issuer
|
|
For
|
For
|
16 AUTHORIZE FILING OF REQUIRED DOCUMENTS AND OTHER FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVOLUTION AB
|
2/16/23
|
EVO.SS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
7 APPROVE INCENTIVE PROGRAM THROUGH ISSUANCE OF 5 MILLION WARRANTS TO PARTICIPANTS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVOLUTION AB
|
4/4/23
|
EVO.SS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
7A RESOLUTION: ON ADOPTION OF THE INCOME STATEMENT AND BALANCE SHEET AS WELL AS THE CONSOLIDATED INCOME STATEMENT AND THE CONSOLIDATED BALANCE SHEET
|
Issuer
|
|
For
|
For
|
7B RESOLUTION: ON THE DISPOSITION OF THE COMPANY’S PROFIT AS SHOWN IN THE ADOPTED BALANCE SHEET
|
Issuer
|
|
For
|
For
|
7C ON DISCHARGE OF LIABILITY OF THE MEMBERS OF THE BOARD OF DIRECTORS AND THE MANAGING DIRECTOR
|
Issuer
|
|
For
|
For
|
8 DETERMINATION OF THE NUMBER OF MEMBERS OF THE BOARD OF DIRECTORS TO BE ELECTED
|
Issuer
|
|
For
|
For
|
9 DETERMINATION OF THE FEES TO BE PAID TO THE MEMBERS OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
10 ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
11 DETERMINATION OF THE FEES TO BE PAID TO THE AUDITOR
|
Issuer
|
|
For
|
For
|
12 ELECTION OF AUDITOR
|
Issuer
|
|
For
|
For
|
13 RESOLUTION ON THE NOMINATION COMMITTEE
|
Issuer
|
|
For
|
For
|
14 RESOLUTION ON THE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
15 RESOLUTION ON AN AUTHORISATION FOR THE BOARD OF DIRECTORS TO RESOLVE ON ACQUISITIONS OF OWN SHARES
|
Issuer
|
|
For
|
For
|
16 RESOLUTION ON AN AUTHORISATION FOR THE BOARD OF DIRECTORS TO RESOLVE ON TRANSFERS OF OWN SHARES
|
Issuer
|
|
For
|
For
|
17 RESOLUTION ON AN AUTHORISATION FOR THE BOARD OF DIRECTORS TO RESOLVE ON THE ISSUANCE OF SHARES, WARRANTS AND CONVERTIBLES
|
Issuer
|
|
For
|
For
|
18 RESOLUTION ON AN AUTHORISATION FOR THE BOARD OF DIRECTORS TO RESOLVE ON REPURCHASES OF WARRANTS
|
Issuer
|
|
For
|
For
|
19 RESOLUTION ON TRANSFER OF OWN SHARES TO THE SELLERS OF BIG TIME GAMING PTY LTD
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVOLUTION AB
|
6/16/23
|
EVO.SS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 ELECT CHAIRMAN OF MEETING
|
Issuer
|
|
For
|
For
|
3 PREPARE AND APPROVE LIST OF SHAREHOLDERS
|
Issuer
|
|
For
|
For
|
4 APPROVE AGENDA OF MEETING
|
Issuer
|
|
For
|
For
|
5 DESIGNATE INSPECTOR(S) OF MINUTES OF MEETING
|
Issuer
|
|
For
|
For
|
6 ACKNOWLEDGE PROPER CONVENING OF MEETING
|
Issuer
|
|
For
|
For
|
7 APPROVE PERFORMANCE SHARE PLAN FOR KEY EMPLOYEES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FANUC CORPORATION
|
6/29/23
|
FANU.Y
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
2.1 Appoint a Director who is not Audit and Supervisory Committee Member Inaba, 取締役選任 Yoshiharu
|
||
|
For
|
2.2 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Yamaguchi, Kenji
|
||
|
For
|
2.3 Appoint a Director who is not Audit and Supervisory Committee Member Sasuga, 取締役選任 Ryuji
|
||
|
For
|
2.4 Appoint a Director who is not Audit and Supervisory Committee Member Michael 取締役選任 J. Cicco
|
||
|
For
|
2.5 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Yamazaki, Naoko
|
||
|
For
|
2.6 Appoint a Director who is not Audit and Supervisory Committee Member Uozumi, 取締役選任 Hiroto
|
||
|
For
|
2.7 Appoint a Director who is not Audit and Supervisory Committee Member Takeda, 取締役選任 Yoko
|
||
|
For
|
3.1 Appoint a Director who is Audit and Supervisory Committee Member Okada, 取締役選任 Toshiya
|
||
|
For
|
3.2 Appoint a Director who is Audit and Supervisory Committee Member Yokoi, 取締役選任 Hidetoshi
|
||
|
For
|
3.3 Appoint a Director who is Audit and Supervisory Committee Member Tomita, 取締役選任 Mieko
|
||
|
For
|
3.4 Appoint a Director who is Audit and Supervisory Committee Member Igashima, 取締役選任 Shigeo
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FRESENIUS SE & CO. KGAA
|
5/3/23
|
FRE.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.92 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF PERSONALLY LIABLE PARTNER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY PRICEWATERHOUSECOOPERS GMBH AS AUDITORS FOR FISCAL YEAR 2023 AND FOR THE REVIEW OF INTERIM FINANCIAL STATEMENTS
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7 APPROVE REMUNERATION POLICY
|
Issuer
|
|
For
|
For
|
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
9 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE VIRTUAL ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GFL ENVIRONMENTAL INC.
|
5/17/23
|
GFL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PATRICK DOVIGI
|
||
|
For
|
DINO CHIESA
|
||
|
For
|
VIOLET KONKLE
|
||
|
For
|
ARUN NAYAR
|
||
|
For
|
PAOLO NOTARNICOLA
|
||
|
For
|
VEN POOLE
|
||
|
For
|
BLAKE SUMLER
|
||
|
For
|
RAYMOND SVIDER
|
||
|
For
|
JESSICA MCDONALD
|
||
|
For
|
SANDRA LEVY
|
||
|
For
|
For
|
2 Appointment of KPMG LLP as Auditor of the Company until the next Annual General Meeting and authorizing the Directors to fix their remuneration.
|
Issuer
|
|
For
|
For
|
3 Approval of resolution on the renewal of GFL Environmental Inc.’s Omnibus Long-Term Incentive Plan and the approval of unallocated options, rights or other entitlements thereunder.
|
Issuer
|
|
For
|
For
|
4 Approval of resolution on the renewal of GFL Environmental Inc.’s DSU Plan, the approval of unallocated deferred share units thereunder, and the ratification of the deferred share units awarded
thereunder since its expiry on March 5, 2023.
|
Issuer
|
|
For
|
For
|
5 Approval of advisory non-binding resolution on the Company’s approach to executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HANNOVER RUECK SE
|
5/3/23
|
HNRL.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 5.00 PER SHARE AND SPECIAL DIVIDENDS OF EUR 1.00 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY PRICEWATERHOUSECOOPERS GMBH AS AUDITORS FOR FISCAL YEAR 2023 AND FOR THE REVIEW OF THE INTERIM FINANCIAL STATEMENTS FOR THE FIRST HALF OF FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
8 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE VIRTUAL ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
9 AMEND ARTICLES RE: LIMIT SHAREHOLDERS’ RIGHT OF FOLLOW-UP QUESTIONS AT THE GENERAL MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HEXAGON AB
|
5/2/23
|
W4R431112
|
HEXAB.SS
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 ELECT CHAIRMAN OF MEETING
|
Issuer
|
|
For
|
For
|
3 PREPARE AND APPROVE LIST OF SHAREHOLDERS
|
Issuer
|
|
For
|
For
|
4 APPROVE AGENDA OF MEETING
|
Issuer
|
|
For
|
For
|
5 DESIGNATE INSPECTOR(S) OF MINUTES OF MEETING
|
Issuer
|
|
For
|
For
|
6 ACKNOWLEDGE PROPER CONVENING OF MEETING
|
Issuer
|
|
For
|
For
|
9.A ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
9.B APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.12 PER SHARE
|
Issuer
|
|
For
|
For
|
9.C APPROVE DISCHARGE OF BOARD AND PRESIDENT
|
Issuer
|
|
For
|
For
|
10 DETERMINE NUMBER OF MEMBERS (7) AND DEPUTY MEMBERS (0) OF BOARD
|
Issuer
|
|
For
|
For
|
11 APPROVE REMUNERATION OF DIRECTORS IN THE AMOUNT OF SEK 2.2 MILLION FOR CHAIR AND SEK 690,000 FOR OTHER DIRECTORS; APPROVE REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
12 REELECT OLA ROLLEN (CHAIR), GUN NILSSON, JOHN BRANDON, SOFIA SCHORLING HOGBERG, MARTA SCHORLING ANDREEN, BRETT WATSON AND ERIK HUGGERS AS DIRECTORS; RATIFY PRICEWATERHOUSECOOPERS AS AUDITOR
|
Issuer
|
|
For
|
For
|
13 REELECT MIKAEL EKDAHL (CHAIR), JAN DWORSKY AND LISELOTT LEDIN AS MEMBERS OF NOMINATING COMMITTEE; ELECT BRETT WATSON AS NEW MEMBER OF NOMINATING COMMITTEE
|
Issuer
|
|
For
|
For
|
14 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
15 APPROVE PERFORMANCE SHARE PROGRAM 2023/2026 FOR KEY EMPLOYEES
|
Issuer
|
|
For
|
For
|
16 AUTHORIZE SHARE REPURCHASE PROGRAM AND REISSUANCE OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
17 APPROVE ISSUANCE OF UP TO 10 PERCENT OF ISSUED SHARES WITHOUT PREEMPTIVE RIGHTS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HOLCIM AG
|
5/4/23
|
LHN.SW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Abstain
|
For
|
1.1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
Abstain
|
For
|
1.2 APPROVE REMUNERATION REPORT
|
Issuer
|
|
Abstain
|
For
|
2 APPROVE DISCHARGE OF BOARD AND SENIOR MANAGEMENT
|
Issuer
|
|
Abstain
|
For
|
3.1 APPROVE ALLOCATION OF INCOME
|
Issuer
|
|
Abstain
|
For
|
3.2 APPROVE DIVIDENDS OF CHF 2.50 PER SHARE FROM CAPITAL CONTRIBUTION RESERVES
|
Issuer
|
|
Abstain
|
For
|
4.1 AMEND CORPORATE PURPOSE
|
Issuer
|
|
Abstain
|
For
|
4.2 AMEND ARTICLES RE: SHARES AND SHARE REGISTER
|
Issuer
|
|
Abstain
|
For
|
4.3 AMEND ARTICLES OF ASSOCIATION (INCL. APPROVAL OF VIRTUAL-ONLY OR HYBRID SHAREHOLDER MEETINGS
|
Issuer
|
|
Abstain
|
For
|
4.4 AMEND ARTICLES RE: RESTRICTION ON SHARE TRANSFERABILITY
|
Issuer
|
|
Abstain
|
For
|
4.5 AMEND ARTICLES RE: BOARD OF DIRECTORS; COMPENSATION; EXTERNAL MANDATES FOR MEMBERS OF THE BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE
|
Issuer
|
|
Issuer
|
|||
|
Abstain
|
5.1.1 REELECT JAN JENISCH AS DIRECTOR AND ELECT AS BOARD CHAIR
|
Issuer
|
|
|
Abstain
|
5.1.2 REELECT PHILIPPE BLOCK AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.3 REELECT KIM FAUSING AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.4 REELECT LEANNE GEALE AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.5 REELECT NAINA KIDWAI AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.6 REELECT ILIAS LAEBER AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.7 REELECT JUERG OLEAS AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.8 REELECT CLAUDIA RAMIREZ AS DIRECTOR
|
Issuer
|
|
|
Abstain
|
5.1.9 REELECT HANNE SORENSEN AS DIRECTOR
|
Issuer
|
|
|
Issuer
|
|||
|
Abstain
|
For
|
5.2.1 REAPPOINT ILIAS LAEBER AS MEMBER OF THE NOMINATION, COMPENSATION AND GOVERNANCE COMMITTEE
|
Issuer
|
|
Abstain
|
For
|
5.2.2 REAPPOINT JUERG OLEAS AS MEMBER OF THE NOMINATION, COMPENSATION AND GOVERNANCE COMMITTEE
|
Issuer
|
|
Abstain
|
For
|
5.2.3 REAPPOINT CLAUDIA RAMIREZ AS MEMBER OF THE NOMINATION, COMPENSATION AND GOVERNANCE COMMITTEE
|
Issuer
|
|
Abstain
|
For
|
5.2.4 REAPPOINT HANNE SORENSEN AS MEMBER OF THE NOMINATION, COMPENSATION AND GOVERNANCE COMMITTEE
|
Issuer
|
|
Abstain
|
For
|
5.3.1 RATIFY ERNST & YOUNG AG AS AUDITORS
|
Issuer
|
|
Abstain
|
For
|
5.3.2 DESIGNATE SABINE BURKHALTER KAIMAKLIOTIS AS INDEPENDENT PROXY
|
Issuer
|
|
Abstain
|
For
|
6.1 APPROVE REMUNERATION OF DIRECTORS IN THE AMOUNT OF CHF 3 MILLION
|
Issuer
|
|
Abstain
|
For
|
6.2 APPROVE REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 36 MILLION
|
Issuer
|
|
Abstain
|
For
|
7 APPROVE CHF 80 MILLION REDUCTION IN SHARE CAPITAL AS PART OF THE SHARE BUYBACK PROGRAM VIA CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
Abstain
|
For
|
8 APPROVE CLIMATE REPORT
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HOLCIM AG
|
5/4/23
|
LHN.SW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Abstain
|
None
|
1 I WISH TO AUTHORIZE BROADRIDGE TO ARRANGE FOR THE SUB-CUSTODIAN TO REGISTER THE SHARES, SO THAT I MAY SUBMIT A VOTE OR MEETING ATTENDANCE REQUEST ON PART 2 OF THE MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HONG KONG EXCHANGES AND CLEARING LTD
|
4/26/23
|
0388.HK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE THE AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022 TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITOR THEREON
|
Issuer
|
|
For
|
2A TO ELECT CHEAH CHENG HYE AS DIRECTOR
|
||
|
For
|
2B TO ELECT LEUNG PAK HON, HUGO AS DIRECTOR
|
||
|
For
|
For
|
3 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS THE AUDITOR AND TO AUTHORISE THE DIRECTORS TO FIX ITS REMUNERATION
|
Issuer
|
|
For
|
For
|
4 TO GRANT A GENERAL MANDATE TO THE DIRECTORS TO BUY BACK SHARES OF HKEX, NOT EXCEEDING 10% OF THE NUMBER OF ISSUED SHARES OF HKEX AS AT THE DATE OF THIS RESOLUTION
|
Issuer
|
|
For
|
For
|
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL SHARES OF HKEX, NOT EXCEEDING 10% OF THE NUMBER OF ISSUED SHARES OF HKEX AS AT THE DATE OF THIS RESOLUTION,
AND THE DISCOUNT FOR ANY SHARES TO BE ISSUED SHALL NOT EXCEED 10%
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ICON PLC
|
7/26/22
|
ICLR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Dr. Steve Cutler
|
||
|
For
|
1.2 Election of Director: Dr. John Climax
|
||
|
For
|
1.3 Election of Director: Mr. Ronan Murphy
|
||
|
For
|
For
|
2. To review the Company’s affairs and consider the Accounts and Reports
|
Issuer
|
|
For
|
For
|
3. To authorise the fixing of the Auditors’ Remuneration
|
Issuer
|
|
For
|
For
|
4. To authorise the Company to allot shares
|
Issuer
|
|
For
|
For
|
5. To disapply the statutory pre-emption rights
|
Issuer
|
|
For
|
For
|
6. To disapply the statutory pre-emption rights for funding capital investment or acquisitions
|
Issuer
|
|
For
|
For
|
7. To authorise the Company to make market purchases of shares
|
Issuer
|
|
For
|
For
|
8. To authorise the price range at which the Company can reissue shares that it holds as treasury shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
IMCD N.V.
|
4/26/23
|
IMCD.NA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2.b. REVIEW OF THE YEAR 2022: REMUNERATION REPORT FOR 2022 (FOR ADVISORY VOTE)
|
Issuer
|
|
For
|
For
|
3.b. FINANCIAL STATEMENTS, RESULT, AND DIVIDEND: PROPOSAL TO ADOPT THE 2022 FINANCIAL STATEMENT
|
Issuer
|
|
For
|
For
|
3.d. FINANCIAL STATEMENTS, RESULT, AND DIVIDEND: PROPOSAL TO ADOPT A DIVIDEND OF EUR 2.37 PER SHARE IN CASH
|
Issuer
|
|
For
|
For
|
4.a. DISCHARGE: DISCHARGE FROM LIABILITY OF THE MEMBERS OF THE MANAGEMENT BOARD FOR THE PERFORMANCE OF THEIR DUTIES IN 2022
|
Issuer
|
|
For
|
For
|
4.b. DISCHARGE: DISCHARGE FROM LIABILITY OF THE MEMBERS OF THE SUPERVISORY BOARD FOR THE PERFORMANCE OF THEIR DUTIES IN 2022
|
Issuer
|
|
For
|
5. MANAGEMENT BOARD COMPOSITION - PROPOSAL TO APPOINT VALERIE DIELE-BRAUN AS MEMBER OF THE MANAGEMENT BOARD
|
||
|
For
|
For
|
6. REAPPOINTMENT OF DELOITTE AS EXTERNAL AUDITOR FOR 2024
|
Issuer
|
|
For
|
For
|
7. APPOINTMENT OF EY AS EXTERNAL AUDITOR FOR 2025-2027
|
Issuer
|
|
For
|
For
|
8.a. AUTHORISATION TO ISSUE SHARES AND RESTRICT OR EXCLUDE PRE-EMPTIVE RIGHTS: AUTHORISATION OF THE MANAGEMENT BOARD TO ISSUE SHARES
|
Issuer
|
|
For
|
For
|
8.b. AUTHORISATION TO ISSUE SHARES AND RESTRICT OR EXCLUDE PRE-EMPTIVE RIGHTS: AUTHORISATION OF THE MANAGEMENT BOARD TO RESTRICT OR EXCLUDE PRE-EMPTIVE RIGHTS ON SHARES AS DESCRIBED UNDER 8A
|
Issuer
|
|
For
|
For
|
9. AUTHORISATION TO ACQUIRE SHARES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INFINEON TECHNOLOGIES AG
|
2/16/23
|
IFX.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.32 PER SHARE
|
Issuer
|
|
For
|
For
|
3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER JOCHEN HANEBECK FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER CONSTANZE HUFENBECHER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER SVEN SCHNEIDER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER ANDREAS URSCHITZ (FROM JUNE 1, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER RUTGER WIJBURG (FROM APRIL 1, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.6 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER REINHARD PLOSS (UNTIL MARCH 31, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.7 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER HELMUT GASSEL (UNTIL MAY 31, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WOLFGANG EDER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER XIAOQUN CLEVER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JOHANN DECHANT FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER FRIEDRICH EICHINER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANNETTE ENGELFRIED FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER PETER GRUBER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HANS-ULRICH HOLDENRIED FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER SUSANNE LACHENMANN FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GERALDINE PICAUD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MANFRED PUFFER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MELANIE RIEDL FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JUERGEN SCHOLZ FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ULRICH SPIESSHOFER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MARGRET SUCKALE FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MIRCO SYNDE (FROM JUNE 1, 2023) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER DIANA VITALE FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KERSTIN SCHULZENDORF (UNTIL MAY 31, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR 2023 AND FOR THE REVIEW OF INTERIM FINANCIAL REPORTS FOR THE FIRST HALF OF FISCAL YEAR 2023
|
Issuer
|
|
For
|
6.1 ELECT HERBERT DIESS TO THE SUPERVISORY BOARD
|
||
|
For
|
6.2 ELECT KLAUS HELMRICH TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
7 AUTHORIZE SHARE REPURCHASE PROGRAM AND REISSUANCE OR CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
8 AUTHORIZE USE OF FINANCIAL DERIVATIVES WHEN REPURCHASING SHARES
|
Issuer
|
|
For
|
For
|
9.1 AMEND ARTICLES RE: AGM LOCATION
|
Issuer
|
|
For
|
For
|
9.2 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2028
|
Issuer
|
|
For
|
For
|
9.3 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
10 APPROVE REMUNERATION POLICY
|
Issuer
|
|
For
|
For
|
11 APPROVE REMUNERATION REPORT
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTERCONTINENTAL HOTELS GROUP PLC
|
5/5/23
|
IHG.LN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 REPORT AND ACCOUNTS 2022
|
Issuer
|
|
For
|
For
|
2 DIRECTORS REMUNERATION POLICY
|
Issuer
|
|
For
|
For
|
3 DIRECTORS REMUNERATION REPORT 2022
|
Issuer
|
|
For
|
For
|
4 DECLARATION OF FINAL DIVIDEND
|
Issuer
|
|
For
|
5A ELECTION OF MICHAEL GLOVER AS A DIRECTOR
|
||
|
For
|
5B ELECTION OF BYRON GROTE AS A DIRECTOR
|
||
|
For
|
5C ELECTION OF DEANNA OPPENHEIMER AS A DIRECTOR
|
||
|
For
|
5D RE-ELECTION OF GRAHAM ALLAN AS A DIRECTOR
|
||
|
For
|
5E RE-ELECTION OF KEITH BARR AS A DIRECTOR
|
||
|
For
|
5F RE-ELECTION OF DANIELA BARONE SOARES AS A DIRECTOR
|
||
|
For
|
5G RE-ELECTION OF ARTHUR DE HAAST AS A DIRECTOR
|
||
|
For
|
5H RE-ELECTION OF DURIYA FAROOQUI AS A DIRECTOR
|
||
|
For
|
5I RE-ELECTION OF JO HARLOW AS A DIRECTOR
|
||
|
For
|
5J RE-ELECTION OF ELIE MAALOUF AS A DIRECTOR
|
||
|
For
|
5K RE-ELECTION OF SHARON ROTHSTEIN AS A DIRECTOR
|
||
|
For
|
For
|
6 REAPPOINTMENT OF AUDITOR: PRICEWATERHOUSECOOPERS LLP
|
Issuer
|
|
For
|
For
|
7 REMUNERATION OF AUDITOR
|
Issuer
|
|
For
|
For
|
8 POLITICAL DONATIONS
|
Issuer
|
|
For
|
For
|
9 ADOPTION OF NEW DEFERRED AWARD PLAN RULES
|
Issuer
|
|
For
|
For
|
10 ALLOTMENT OF SHARES
|
Issuer
|
|
For
|
For
|
11 DISAPPLICATION OF PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
12 FURTHER DISAPPLICATION OF PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
13 AUTHORITY TO PURCHASE OWN SHARES
|
Issuer
|
|
For
|
For
|
14 NOTICE OF GENERAL MEETINGS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JENOPTIK AG
|
6/7/23
|
D3S19K104
|
JEN.GR
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.30 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY ERNST AND YOUNG GMBH AS AUDITORS FOR FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
6 APPROVE CREATION OF EUR 29.6 MILLION POOL OF AUTHORIZED CAPITAL WITH OR WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
|
Issuer
|
|
For
|
For
|
7 AUTHORIZE SHARE REPURCHASE PROGRAM AND REISSUANCE OR CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
9 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
10 AMEND ARTICLES RE: EDITORIAL CHANGES
|
Issuer
|
|
For
|
For
|
11 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
12 APPROVE REMUNERATION POLICY
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JULIUS BAER GRUPPE AG
|
4/13/23
|
BAER.SW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
None
|
1 I WISH TO AUTHORIZE BROADRIDGE TO ARRANGE FOR THE SUB-CUSTODIAN TO REGISTER THE SHARES, SO THAT I MAY SUBMIT A VOTE OR MEETING ATTENDANCE REQUEST ON PART 2 OF THE MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JULIUS BAER GRUPPE AG
|
4/13/23
|
BAER.SW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1.1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
1.2 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF CHF 2.60 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF BOARD AND SENIOR MANAGEMENT
|
Issuer
|
|
For
|
For
|
4.1 APPROVE REMUNERATION OF BOARD OF DIRECTORS IN THE AMOUNT OF CHF 3.6 MILLION FROM 2023 AGM UNTIL 2024 AGM
|
Issuer
|
|
For
|
For
|
4.2.1 APPROVE VARIABLE CASH-BASED REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 13.1 MILLION FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.2.2 APPROVE VARIABLE SHARE-BASED REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 13.1 MILLION FOR FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
4.2.3 APPROVE FIXED REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 10.1 MILLION FOR FISCAL YEAR 2024
|
Issuer
|
|
For
|
5.1.1 REELECT ROMEO LACHER AS DIRECTOR
|
||
|
For
|
5.1.2 REELECT GILBERT ACHERMANN AS DIRECTOR
|
||
|
For
|
5.1.3 REELECT RICHARD CAMPBELL-BREEDEN AS DIRECTOR
|
||
|
For
|
5.1.4 REELECT DAVID NICOL AS DIRECTOR
|
||
|
For
|
5.1.5 REELECT KATHRYN SHIH AS DIRECTOR
|
||
|
For
|
5.1.6 REELECT TOMAS MUINA AS DIRECTOR
|
||
|
For
|
5.1.7 REELECT EUNICE ZEHNDER-LAI AS DIRECTOR
|
||
|
For
|
5.1.8 REELECT OLGA ZOUTENDIJK AS DIRECTOR
|
||
|
For
|
5.2 ELECT JUERG HUNZIKER AS DIRECTOR
|
||
|
For
|
5.3 REELECT ROMEO LACHER AS BOARD CHAIRMAN
|
||
|
For
|
For
|
5.4.1 REAPPOINT GILBERT ACHERMANN AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
5.4.2 REAPPOINT RICHARD CAMPBELL-BREEDEN AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
5.4.3 REAPPOINT KATHRYN SHIH AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
5.4.4 REAPPOINT EUNICE ZEHNDER-LAI AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Issuer
|
|
For
|
For
|
6 RATIFY KPMG AG AS AUDITORS
|
Issuer
|
|
For
|
For
|
7 DESIGNATE MARC NATER AS INDEPENDENT PROXY
|
Issuer
|
|
For
|
For
|
8 APPROVE CHF 155,989.20 REDUCTION IN SHARE CAPITAL AS PART OF THE SHARE BUYBACK PROGRAM VIA CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
9.1 AMEND ARTICLES RE: SHARES AND SHARE REGISTER
|
Issuer
|
|
For
|
For
|
9.2 AMEND ARTICLES RE: RESTRICTION ON SHARE TRANSFERABILITY
|
Issuer
|
|
For
|
For
|
9.3 AMEND ARTICLES RE: GENERAL MEETINGS (INCL. APPROVAL OF HYBRID SHAREHOLDER MEETINGS)
|
Issuer
|
|
For
|
For
|
9.4 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS
|
Issuer
|
|
For
|
For
|
9.5 AMEND ARTICLES RE: BOARD OF DIRECTORS; COMPENSATION; EXTERNAL MANDATES FOR MEMBERS OF THE BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KERING SA
|
4/27/23
|
KER.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE PARENT COMPANY FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2022
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2022
|
Issuer
|
|
For
|
For
|
3 APPROPRIATION OF NET INCOME FOR 2022 AND SETTING OF THE DIVIDEND
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF THE INFORMATION REFERRED TO IN ARTICLE L. 22-10-9, I OF THE FRENCH COMMERCIAL CODE RELATING TO REMUNERATION PAID DURING OR AWARDED FOR THE YEAR ENDED DECEMBER 31, 2022 TO CORPORATE
OFFICERS
|
Issuer
|
|
For
|
For
|
5 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL COMPONENTS OF TOTAL REMUNERATION AND BENEFITS IN KIND PAID DURING OR AWARDED FOR THE YEAR ENDED DECEMBER 31, 2022 TO FRANCOIS-HENRI PINAULT,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
6 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL COMPONENTS OF TOTAL REMUNERATION AND BENEFITS IN KIND PAID DURING OR AWARDED FOR THE YEAR ENDED DECEMBER 31, 2022 TO JEAN-FRANCOIS PALUS, GROUP
MANAGING DIRECTOR
|
Issuer
|
|
For
|
For
|
7 APPROVAL OF THE REMUNERATION POLICY FOR EXECUTIVE CORPORATE OFFICERS
|
Issuer
|
|
For
|
For
|
8 APPROVAL OF THE REMUNERATION POLICY FOR DIRECTORS
|
Issuer
|
|
For
|
For
|
9 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO PURCHASE, RETAIN AND TRANSFER THE COMPANY’S SHARES
|
Issuer
|
|
For
|
For
|
10 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELING TREASURY SHARES PURCHASED OR TO BE PURCHASED AS PART OF A SHARE BUYBACK PROGRAM
|
Issuer
|
|
For
|
For
|
11 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL WITH SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
12 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL THROUGH THE CAPITALIZATION OF RESERVES, INCOME OR SHARE PREMIUMS
|
Issuer
|
|
For
|
For
|
13 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL VIA A PUBLIC OFFERING (OTHER THAN OFFERINGS REFFERED TO IN ARTICLE L. 411-2, 1 OF THE FRENCH MONETARY AND
FINANCIAL CODE) WITHOUT PRE-EMPTIVE SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
14 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL, WITHOUT PRE-EMPTIVE SUBSCRIPTION RIGHTS, IN FAVOR OF QUALIFIED INVESTORS OR A RESTRICTED GROUP OF INVESTORS
THROUGH A PUBLIC OFFERING REFFERED TO IN ARTICLE L. 411-2, 1 OF THE FRENCH MONETARY AND FINANCIAL CODE
|
Issuer
|
|
For
|
For
|
15 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO SET THE ISSUE PRICE ACCORDING TO CERTAIN TERMS, UP TO A LIMIT OF 5% OF THE SHARE CAPITAL PER YEAR, AS PART OF A CAPITAL INCREASE WITHOUT PRE-EMPTIVE
SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
16 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF ORDINARY SHARES OR SECURITIES TO BE ISSUED AS PART OF A SHARE CAPITAL INCREASE WITH OR WITHOUT PRE-EMPTIVE
SUBSCRIPTION RIGHTS UP TO A LIMIT OF 15% OF THE INITIAL ISSUE (OVER ALLOTMENT)
|
Issuer
|
|
For
|
For
|
17 DELEGATION OF POWERS TO THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL AS PAYMENT FOR TRANSFERS IN KIND MADE TO THE COMPANY, UP TO A LIMIT OF 10% OF THE SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
18 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO DECIDE TO INCREASE THE SHARE CAPITAL BY ISSUING ORDINARY SHARES RESERVED FOR EMPLOYEES, FORMER EMPLOYEES AND ELIGIBLE CORPORATE OFFICERS
WHO ARE MEMBERS OF AN EMPLOYEE SAVINGS PLAN, WITHOUT PRE-EMPTIVE SUBSCRIPTION RIGHTS
|
Issuer
|
|
For
|
For
|
19 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO DECIDE TO INCREASE THE SHARE CAPITAL BY ISSUING ORDINARY SHARES RESERVED FOR NAMED CATEGORIES OF BENEFICIARIES, WITH PRE-EMPTIVE
SUBSCRIPTION RIGHT FOR SHAREHOLDERS CANCELED IN THEIR FAVOR
|
Issuer
|
|
For
|
For
|
20 POWERS FOR FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KERRY GROUP PLC
|
4/27/23
|
KYG.ID
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO REVIEW THE COMPANY’S AFFAIRS AND TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022, TOGETHER WITH THE REPORTS OF THE DIRECTORS AND THE AUDITORS THEREON
|
Issuer
|
|
For
|
For
|
2 TO DECLARE A FINAL DIVIDEND: THIS IS A RESOLUTION TO DECLARE A FINAL DIVIDEND OF 73.4 CENT PER A ORDINARY SHARE FOR THE YEAR ENDED 31 DECEMBER 2022. IF APPROVED, THE FINAL DIVIDEND WILL BE PAID
ON 12 MAY 2023 TO SHAREHOLDERS REGISTERED ON THE RECORD DATE 14 APRIL 2023. THIS DIVIDEND IS IN ADDITION TO THE INTERIM DIVIDEND OF 31.4 CENT PER SHARE PAID TO SHAREHOLDERS ON 11 NOVEMBER 2022.
|
Issuer
|
|
For
|
3 TO ELECT THE FOLLOWING DIRECTOR: MR PATRICK ROHAN
|
||
|
For
|
4.A TO RE-ELECT THE FOLLOWING DIRECTOR: MR GERRY BEHAN
|
||
|
For
|
4.B TO RE-ELECT THE FOLLOWING DIRECTOR: DR HUGH BRADY
|
||
|
For
|
4.C TO RE-ELECT THE FOLLOWING DIRECTOR: MS FIONA DAWSON
|
||
|
For
|
4.D TO RE-ELECT THE FOLLOWING DIRECTOR: DR KARIN DORREPAAL
|
||
|
For
|
4.E TO RE-ELECT THE FOLLOWING DIRECTOR: MS EMER GILVARRY
|
||
|
For
|
4.F TO RE-ELECT THE FOLLOWING DIRECTOR: MR MICHAEL KERR
|
||
|
For
|
4.G TO RE-ELECT THE FOLLOWING DIRECTOR: MS MARGUERITE LARKIN
|
||
|
For
|
4.H TO RE-ELECT THE FOLLOWING DIRECTOR: MR TOM MORAN
|
||
|
For
|
4.I TO RE-ELECT THE FOLLOWING DIRECTOR: MR CHRISTOPHER ROGERS
|
||
|
For
|
4.J TO RE-ELECT THE FOLLOWING DIRECTOR: MR EDMOND SCANLON
|
||
|
For
|
4.K TO RE-ELECT THE FOLLOWING DIRECTOR: MR JINLONG WANG
|
||
|
For
|
For
|
5 AUTHORITY TO DETERMINE THE AUDITORS REMUNERATION
|
Issuer
|
|
For
|
For
|
6 AUTHORITY TO CONVENE AN EXTRAORDINARY GENERAL MEETING ON 14 DAYS NOTICE FOR THE PASSING OF AN ORDINARY RESOLUTION
|
Issuer
|
|
For
|
For
|
7 TO RECEIVE AND CONSIDER THE DIRECTORS’ REMUNERATION REPORT (EXCLUDING SECTION C)
|
Issuer
|
|
For
|
For
|
8 AUTHORITY TO ISSUE ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
9 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
10 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS FOR AN ADDITIONAL 5 PERCENT FOR SPECIFIED TRANSACTIONS
|
Issuer
|
|
For
|
For
|
11 AUTHORITY TO MAKE MARKET PURCHASES OF THE COMPANY’S OWN SHARES
|
Issuer
|
|
For
|
For
|
12 TO APPROVE THE KERRY GLOBAL EMPLOYEE SHARE PLAN
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KEYENCE CORPORATION
|
6/14/23
|
6861.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
2.1 Appoint a Director Takizaki, Takemitsu 取締役選任
|
||
|
For
|
2.2 Appoint a Director Nakata, Yu 取締役選任
|
||
|
For
|
2.3 Appoint a Director Yamaguchi, Akiji 取締役選任
|
||
|
For
|
2.4 Appoint a Director Yamamoto, Hiroaki 取締役選任
|
||
|
For
|
2.5 Appoint a Director Nakano, Tetsuya 取締役選任
|
||
|
For
|
2.6 Appoint a Director Yamamoto, Akinori 取締役選任
|
||
|
For
|
2.7 Appoint a Director Taniguchi, Seiichi 取締役選任
|
||
|
For
|
2.8 Appoint a Director Suenaga, Kumiko 取締役選任
|
||
|
For
|
2.9 Appoint a Director Yoshioka, Michifumi 取締役選任
|
||
|
For
|
For
|
3 Appoint a Corporate Auditor Komura, Koichiro 監査役選任
|
Issuer
|
|
For
|
For
|
4 Appoint a Substitute Corporate Auditor Yamamoto, Masaharu 補欠監査役選任
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LI NING COMPANY LTD
|
6/14/23
|
2331.HK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE AND ADOPT THE AUDITED FINANCIAL STATEMENTS AND REPORTS OF THE DIRECTORS AND THE AUDITOR OF THE COMPANY FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 TO DECLARE AND PAY A FINAL DIVIDEND FOR THE YEAR ENDED 31 DECEMBER 2022 OUT OF THE SHARE PREMIUM ACCOUNT OF THE COMPANY AND AUTHORISE ANY DIRECTOR TO TAKE SUCH ACTION, DO SUCH THINGS AND
EXECUTE SUCH FURTHER DOCUMENTS AS THE DIRECTOR MAY AT HIS/HER ABSOLUTE DISCRETION CONSIDER NECESSARY OR DESIRABLE FOR THE PURPOSE OF OR IN CONNECTION WITH THE IMPLEMENTATION OF THE PAYMENT OF THE FINAL DIVIDEND
|
Issuer
|
|
For
|
3.1A TO RE-ELECT MS. WANG YAJUAN AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY (THE DIRECTOR)
|
||
|
For
|
3.1B TO RE-ELECT MS. WANG YA FEI AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR
|
||
|
For
|
3.1C TO RE-ELECT DR. CHAN CHUNG BUN, BUNNY AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR
|
||
|
For
|
For
|
3.2 TO AUTHORISE THE BOARD OF DIRECTORS (THE BOARD) TO FIX THE DIRECTORS REMUNERATION
|
Issuer
|
|
For
|
For
|
4 TO RE-APPOINT MESSRS. PRICEWATERHOUSECOOPERS, CERTIFIED PUBLIC ACCOUNTANTS, AS THE AUDITOR OF THE COMPANY AND TO AUTHORISE THE BOARD TO FIX THEIR REMUNERATION
|
Issuer
|
|
For
|
For
|
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL SHARES OF THE COMPANY (SHARES)
|
Issuer
|
|
For
|
For
|
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO REPURCHASE SHARES
|
Issuer
|
|
For
|
For
|
7 TO APPROVE THE PROPOSED AMENDMENTS TO THE EXISTING MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION OF THE COMPANY AS SET OUT IN APPENDIX III TO THE CIRCULAR OF THE COMPANY DATED 18 APRIL
2023 AND THE ADOPTION OF THE AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION OF THE COMPANY
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LI NING COMPANY LTD
|
6/14/23
|
2331.HK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO APPROVE THE PROPOSED ADOPTION OF THE 2023 SHARE OPTION SCHEME AND TERMINATION OF THE 2014 SHARE OPTION SCHEME
|
Issuer
|
|
For
|
For
|
2 TO APPROVE THE PROPOSED ADOPTION OF THE 2023 SHARE AWARD SCHEME
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
7/25/22
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A ELECT DIRECTOR STEPHEN F. ANGEL
|
||
|
For
|
1B ELECT DIRECTOR SANJIV LAMBA
|
||
|
For
|
1C ELECT DIRECTOR ANN-KRISTIN ACHLEITNER
|
||
|
For
|
1D ELECT DIRECTOR THOMAS ENDERS
|
||
|
For
|
1E ELECT DIRECTOR EDWARD G. GALANTE
|
||
|
For
|
1F ELECT DIRECTOR JOE KAESER
|
||
|
For
|
1G ELECT DIRECTOR VICTORIA E. OSSADNIK
|
||
|
For
|
1H ELECT DIRECTOR MARTIN H. RICHENHAGEN
|
||
|
For
|
1I ELECT DIRECTOR ALBERTO WEISSER
|
||
|
For
|
1J ELECT DIRECTOR ROBERT L. WOOD
|
||
|
For
|
For
|
2A RATIFY PRICEWATERHOUSECOOPERS AS AUDITORS
|
Issuer
|
|
For
|
For
|
2B AUTHORISE BOARD TO FIX REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
3 ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS’ COMPENSATION
|
Issuer
|
|
For
|
For
|
4 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
5 DETERMINE PRICE RANGE FOR REISSUANCE OF TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 ADOPT SIMPLE MAJORITY VOTE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 AMEND ARTICLES OF ASSOCIATION
|
Issuer
|
|
For
|
For
|
3 APPROVE COMMON DRAFT TERMS OF MERGER
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 THAT THE SCHEME IN ITS ORIGINAL FORM OR WITH OR SUBJECT TO ANY MODIFICATION(S), ADDITION(S) OR CONDITION(S) APPROVED OR IMPOSED BY THE IRISH HIGH COURT
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
L’OCCITANE INTERNATIONAL SA
|
9/28/22
|
0973.HK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE AND ADOPT THE STATUTORY ACCOUNTS AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED 31 MARCH 2022 AND TO ACKNOWLEDGE THE CONTENT OF THE REPORTS OF THE
BOARD OF DIRECTORS AND THE AUDITOR OF THE COMPANY
|
Issuer
|
|
For
|
For
|
2 TO DECLARE A FINAL DIVIDEND OF A TOTAL AMOUNT OF EUR 96.8 MILLION FOR THE YEAR ENDED 31 MARCH 2022
|
Issuer
|
|
For
|
3 TO RE-ELECT THE RETIRING DIRECTOR OF THE COMPANY (THE ‘‘DIRECTOR’’), MRS. VALERIE IRENE AMELIE MONIQUE BERNIS AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR FOR A TERM OF 3 YEARS
|
||
|
For
|
For
|
4.A TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH OR, SUBJECT TO THE TREASURY SHARES WAIVER BEING OBTAINED, TRANSFER OR SELL OUT OF TREASURY AND DEAL WITH, ADDITIONAL
SHARES NOT EXCEEDING 20% OF THE AGGREGATE NOMINAL AMOUNT OF THE ISSUED SHARES OF THE COMPANY (EXCLUDING THE NOMINAL CAPITAL OF THOSE SHARES THAT ARE HELD IN TREASURY)
|
Issuer
|
|
For
|
For
|
4.B TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO REPURCHASE SHARES NOT EXCEEDING 10% OF THE AGGREGATE NOMINAL AMOUNT OF THE ISSUED SHARES OF THE COMPANY (EXCLUDING THE NOMINAL CAPITAL OF THOSE
SHARES THAT ARE HELD IN TREASURY) WITHIN A PRICE RANGE BETWEEN HKD 10 AND HKD 50
|
Issuer
|
|
For
|
For
|
4.C TO EXTEND THE AUTHORITY GIVEN TO THE DIRECTORS PURSUANT TO ORDINARY RESOLUTION NO. 4(A) TO ISSUE SHARES BY ADDING TO THE AGGREGATE NOMINAL AMOUNT OF THE ISSUED SHARES OF THE COMPANY THE
NUMBER OF SHARES REPURCHASED UNDER ORDINARY RESOLUTION NO. 4(B)
|
Issuer
|
|
For
|
For
|
5 TO RENEW THE MANDATE GRANTED TO PRICEWATERHOUSECOOPERS TO ACT AS APPROVED STATUTORY AUDITOR (REVISEUR D’ENTREPRISES AGREE) OF THE COMPANY FOR THE FINANCIAL YEAR ENDING 31 MARCH 2023
|
Issuer
|
|
For
|
For
|
6 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS THE EXTERNAL AUDITOR OF THE COMPANY TO HOLD THE OFFICE FROM THE CONCLUSION OF THE ANNUAL GENERAL MEETING UNTIL THE NEXT ANNUAL GENERAL MEETING OF THE
COMPANY
|
Issuer
|
|
For
|
For
|
7 TO APPROVE THE REMUNERATION TO BE GRANTED TO CERTAIN DIRECTORS AND TO AUTHORIZE THE BOARD TO IMPLEMENT ANY SUBSEQUENT ACTIONS WHICH MAY BE REQUIRED, INCLUDING, FOR THE AVOIDANCE OF DOUBT, THE
PAYMENT MODALITIES
|
Issuer
|
|
For
|
For
|
8 TO GRANT DISCHARGE TO THE DIRECTORS FOR THE EXERCISE OF THEIR MANDATE DURING THE FINANCIAL YEAR ENDED 31 MARCH 2022
|
Issuer
|
|
For
|
For
|
9 TO GRANT DISCHARGE TO THE APPROVED STATUTORY AUDITOR (REVISEUR D’ENTREPRISES AGREE) OF THE COMPANY, PRICEWATERHOUSECOOPERS FOR THE EXERCISE OF ITS MANDATE DURING THE FINANCIAL YEAR ENDED 31
MARCH 2022
|
Issuer
|
|
For
|
For
|
10 TO APPROVE THE REMUNERATION TO BE GRANTED TO PRICEWATERHOUSECOOPERS AS THE APPROVED STATUTORY AUDITOR (REVISEUR D’ENTREPRISES AGREE) OF THE COMPANY
|
Issuer
|
|
For
|
For
|
11 TO AMEND ARTICLE 1 (INTERPRETATION) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘1.1 THE MARGINAL NOTES TO THESE ARTICLES OF ASSOCIATION SHALL NOT
AFFECT THE INTERPRETATION HEREOF. IN THESE ARTICLES OF ASSOCIATION, UNLESS THE SUBJECT OR THE CONTENT OTHERWISE PROVIDES: ‘‘ARTICLES’’ SHALL MEAN THE PRESENT ARTICLES OF ASSOCIATION OF THE COMPANY AND ALL SUPPLEMENTARY, AMENDED OR
SUBSTITUTED ARTICLES FOR THE TIME BEING IN FORCE; ‘‘ASSOCIATE’’, IN RELATION TO ANY DIRECTOR, HAS THE MEANING ASCRIBED TO IT IN THE LISTING RULES; ‘‘BOARD’’ SHALL MEAN THE BOARD OF DIRECTORS; ‘‘BUSINESS DAY’’ MEANS ANY DAY ON WHICH
COMMERCIAL AND FINANCIAL MARKETS ARE OPENED FOR TRADING IN LUXEMBOURG, FRANCE OR HONG KONG; ‘‘CALENDAR DAY’’ MEANS ALL TWENTY-FOUR (24) HOURS DAY IN A YEAR, FOR EVERY MONTH, INCLUDING WEEKENDS AND HOLIDAYS; ‘‘CHAIRMAN’’ SHALL MEAN THE
CHAIRMAN PRESIDING FROM TIME TO TIME AT ANY MEETING OF THE MEMBERS OR OF THE BOARD; ‘‘COMPANIES ORDINANCE’’ SHALL MEAN THE COMPANIES (WINDING UP AND MISCELLANEOUS PROVISIONS) ORDINANCE (CAP. 32 OF THE LAWS OF HONG KONG) AND COMPANIES
ORDINANCE (CAP. 622 OF THE LAWS OF HONG KONG), AS AMENDED FROM TIME TO TIME AND TO THE EXTENT APPLICABLE TO THE COMPANY; ‘‘COMPANY’’ SHALL MEAN L’OCCITANE INTERNATIONAL S.A., A SOCIETE ANONYME GOVERNED BY THE LAWS OF THE GRAND DUCHY OF
LUXEMBOURG REGISTERED WITH THE LUXEMBOURG TRADE AND COMPANIES REGISTER UNDER REGISTRATION NUMBER B80359; ‘‘DIRECTOR’’ SHALL MEAN ANY MEMBER OF THE BOARD OF DIRECTORS OF THE COMPANY FROM TIME TO TIME; ‘‘EXCHANGE’’ SHALL MEAN THE STOCK
EXCHANGE OF HONG KONG LIMITED; ‘‘EXTRAORDINARY GENERAL MEETING’’ SHALL MEAN ANY GENERAL MEETING OF SHAREHOLDERS HELD IN FRONT OF A NOTARY IN LUXEMBOURG IN ACCORDANCE WITH THE QUORUM AND MAJORITY REQUIREMENTS AS SET OUT IN THESE ARTICLES,
RESOLVING ON AN AMENDMENT OF THE ARTICLES OF ASSOCIATION OR ANY OTHER ITEM REQUIRING RESOLUTIONS OF THE GENERAL MEETING TO BE ADOPTED IN FRONT OF A LUXEMBOURG NOTARY IN ACCORDANCE WITH THE LUXEMBOURG COMPANIES LAW
|
Issuer
|
|
For
|
For
|
12 ‘‘HONG KONG’’ SHALL MEAN THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA; ‘‘HONG KONG TAKEOVERS CODE’’ SHALL MEAN THE CODE ON TAKEOVERS AND MERGERS ISSUED BY THE
SECURITIES AND FUTURES COMMISSION OF HONG KONG AS AMENDED FROM TIME TO TIME; ‘‘LISTING RULES’’ SHALL MEAN THE RULES GOVERNING THE LISTING OF SECURITIES ON THE STOCK EXCHANGE OF HONG KONG LIMITED AS AMENDED FROM TIME TO TIME;
‘‘LUXEMBOURG’’ SHALL MEAN THE GRAND-DUCHY OF LUXEMBOURG; ‘‘LUXEMBOURG COMPANIES LAW’’ SHALL MEAN THE LUXEMBOURG LAW OF 10 AUGUST 1915 ON COMMERCIAL COMPANIES, AS AMENDED FROM TIME TO TIME; ‘‘MANAGING DIRECTOR’’ SHALL MEAN ANY DIRECTOR
ENTRUSTED BY THE BOARD WITH THE DAILY MANAGEMENT OF THE COMPANY; ‘‘MONTH’’ SHALL MEAN A CALENDAR MONTH; ‘‘REGISTER’’ SHALL MEAN THE COMPANY’S PRINCIPAL SHARE REGISTER MAINTAINED IN LUXEMBOURG, BRANCH SHARE REGISTER MAINTAINED IN HONG KONG
AND ANY OTHER BRANCH REGISTERS WHICH MAY BE ESTABLISHED COLLECTIVELY, UNLESS OTHERWISE INDICATED; ‘‘SECRETARY’’ SHALL MEAN THE PERSON OR PERSONS, AS THE CASE MAY BE, APPOINTED AS COMPANY SECRETARY OR JOINT COMPANY SECRETARIES OF THE
COMPANY FROM TIME TO TIME; ‘‘SHARE’’ SHALL MEAN A SHARE IN THE CAPITAL OF THE COMPANY; ‘‘SHAREHOLDER(S)‘’ OR ‘‘MEMBER(S)‘’ SHALL MEAN THE PERSON(S) WHO ARE DULY REGISTERED AS THE HOLDERS FROM TIME TO TIME OF SHARES IN THE REGISTER
INCLUDING PERSONS WHO ARE JOINTLY SO REGISTERED; ‘‘SPECIAL MATTER’’ SHALL MEAN ANY MATTER SUBJECT TO APPROVAL BY SHAREHOLDERS IN GENERAL MEETING AND IN RESPECT OF WHICH PURSUANT TO THE LISTING RULES CERTAIN SHAREHOLDERS ARE REQUIRED TO
ABSTAIN FROM VOTING OR ARE RESTRICTED TO VOTING ONLY FOR OR ONLY AGAINST
|
Issuer
|
|
For
|
For
|
13 ‘‘SPECIAL RESOLUTION’’ SHALL MEAN (I) A RESOLUTION PASSED BY NO LESS THAN THREE-QUARTERS OF THE VOTES CAST BY SUCH MEMBERS AS ARE PRESENT OR REPRESENTED AND ENTITLED TO VOTE IN PERSON OR BY
PROXY AT A GENERAL MEETING, OF WHICH (I) NO LESS THAN 21 CALENDAR DAYS’ NOTICE HAS BEEN GIVEN IN CASE OF AN ANNUAL GENERAL MEETING AND (II) NO LESS THAN 15 CALENDAR DAYS’ NOTICE HAS BEEN GIVEN IN CASE OF ANY OTHER GENERAL MEETING. THE
‘‘VOTES CAST’’ SHALL NOT INCLUDE VOTES ATTACHING TO SHARES IN RESPECT OF WHICH THE SHAREHOLDER HAS NOT TAKEN PART IN THE VOTE OR HAS ABSTAINED OR HAS RETURNED A BLANK OR INVALID VOTE. 1.2 THESE ARTICLES SHALL BE READ AND INTERPRETED IN
LIGHT OF ANY REGULATORY REQUIREMENTS THAT MAY APPLY TO THE COMPANY FROM TIME TO TIME
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14 TO AMEND ARTICLE 3 (CORPORATE PURPOSE) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘3.1 THE CORPORATE PURPOSE OF THE COMPANY IS THE HOLDING OF
PARTICIPATIONS, IN ANY FORM WHATSOEVER, IN LUXEMBOURG AND FOREIGN COMPANIES AND ANY OTHER FORM OF INVESTMENT, THE ACQUISITION BY PURCHASE, SUBSCRIPTION OR IN ANY OTHER MANNER AS WELL AS THE TRANSFER BY SALE, EXCHANGE OR OTHERWISE OF
SECURITIES OF ANY KIND AND THE ADMINISTRATION, CONTROL AND DEVELOPMENT OF ITS PORTFOLIO. 3.2 IT MAY IN PARTICULAR ACQUIRE BY WAY OF CONTRIBUTION, SUBSCRIPTION, OPTION, PURCHASE OR OTHERWISE ALL AND ANY TRANSFERABLE SECURITIES OF ANY KIND
AND REALISE THE SAME BY WAY OF SALE, TRANSFER, EXCHANGE OR OTHERWISE. 3.3 THE COMPANY MAY LIKEWISE ACQUIRE, HOLD AND ASSIGN, AS WELL AS LICENSE AND SUBLICENSE ALL KINDS OF INTELLECTUAL PROPERTY RIGHTS, INCLUDING WITHOUT LIMITATION,
TRADEMARKS, PATENTS, COPYRIGHTS AND LICENSES OF ALL KINDS. THE COMPANY MAY ACT AS LICENSOR OR LICENSEE AND IT MAY CARRY OUT ALL OPERATIONS WHICH MAY BE USEFUL OR NECESSARY TO MANAGE, DEVELOP AND PROFIT FROM ITS PORTFOLIO OF INTELLECTUAL
PROPERTY RIGHTS. 3.4 THE COMPANY MAY GRANT LOANS TO, AS WELL AS GUARANTEES OR SECURITY FOR THE BENEFIT OF THIRD PARTIES TO SECURE ITS OBLIGATIONS AND OBLIGATIONS OF OTHER COMPANIES IN WHICH IT HOLDS A DIRECT OR INDIRECT PARTICIPATION OR
RIGHT OF ANY KIND OR WHICH FORM PART OF THE SAME GROUP OF COMPANIES AS THE COMPANY, OR OTHERWISE ASSIST SUCH COMPANIES. 3.5 THE COMPANY MAY RAISE FUNDS THROUGH BORROWING IN ANY FORM OR BY ISSUING ANY KIND OF NOTES, SECURITIES OR DEBT
INSTRUMENTS, BONDS AND DEBENTURES AND GENERALLY ISSUE SECURITIES OF ANY TYPE. 3.6 THE COMPANY MAY ALSO CARRY OUT ALL AND ANY COMMERCIAL DISTRIBUTION OPERATIONS OF PRODUCTS, OUTSIDE OF MANUFACTURING, BOTH IN LUXEMBOURG AND ABROAD. THE
COMPANY MAY THUS CARRY OUT ALL THE BELOW MENTIONED ACTIVITIES AS WELL AS ALL SERVICES RELATED THERETO
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15 (A) THE SALE AND DISTRIBUTION, WHETHER THROUGH WHOLESALE, RETAIL, OR OTHERWISE, OF BEAUTY PRODUCTS, COSMETICS, PERFUMES, SOAPS AND ALL AND ANY BODY HYGIENE PRODUCTS, HOUSEHOLD SCENTS AND
PRODUCTS, REGIONAL-THEMED PRODUCTS AND SPECIALTIES, DIETETIC PRODUCTS, JEWELLERY AND FOOD PRODUCTS; (B) THE INSTALLATION AND FITTING OF STORE AND SHOP FURNITURE, DISPLAY COUNTERS AND OTHER SHOP FITTINGS, THE LOGISTICAL ASSISTANCE IN VIEW
OF THE CREATION, SETTING UP AND FITTING OF, AMONGST OTHER THINGS, SHOPS, BEAUTY PARLOURS, SPAS, RESTAURANTS AND CAFES; (C) THE PERFORMANCE OF ALL AND ANY SERVICES, THE SUPPLY OF ALL AND ANY PRODUCTS AND ACCESSORIES RELATING TO THE
HOUSEHOLD SECTOR; AND (D) THE PROVISION OF SERVICES SUCH AS BEAUTY AND COSMETIC TREATMENTS, SPA RELATED SERVICES AND TREATMENTS, RESTAURATION AND FOOD AND BEVERAGE SERVICES. 3.7 THE COMPANY MAY MOREOVER CARRY OUT ALL AND ANY COMMERCIAL,
INDUSTRIAL AND FINANCIAL OPERATIONS, BOTH MOVABLE AND IMMOVABLE, WHICH MAY DIRECTLY OR INDIRECTLY RELATE TO ITS OWN CORPORATE PURPOSE OR LIKELY TO PROMOTE ITS DEVELOPMENT OR FULFILMENT. 3.8 ONE OF THE PURPOSES OF THE COMPANY IS TO CREATE
A MATERIAL POSITIVE SOCIAL AND ENVIRONMENTAL IMPACT, TAKEN AS A WHOLE, IN THE COURSE OF CONDUCTING ITS BUSINESS ACTIVITIES
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16 TO AMEND ARTICLE 4.5 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘4.5 IF AT ANY TIME THE SHARE CAPITAL OF THE COMPANY IS DIVIDED INTO DIFFERENT
CLASSES OF SHARES, ALL OR ANY OF THE RIGHTS ATTACHING TO ANY CLASS OF SHARES FOR THE TIME BEING ISSUED (UNLESS OTHERWISE PROVIDED FOR IN THE TERMS OF ISSUE OF THE SHARES OF THAT CLASS) MAY BE VARIED OR ABROGATED WITH THE CONSENT IN
WRITING BY HOLDERS OF NOT LESS THAN THREE-QUARTERS IN NOMINAL VALUE OF THE ISSUED SHARES OF THAT CLASS PRESENT OR REPRESENTED AND BEING ENTITLED TO VOTE IN PERSON OR BY PROXY AT AN EXTRAORDINARY GENERAL MEETING, IN ADDITION TO THE
APPROVAL OF SUCH VARIATION AND/OR ABROGATION BY SPECIAL RESOLUTION PASSED BY SHAREHOLDERS AT THAT EXTRAORDINARY GENERAL MEETING. THE QUORUM FOR THE PURPOSES OF ANY SUCH EXTRAORDINARY GENERAL MEETING SHALL BE A PERSON OR PERSONS TOGETHER
HOLDING (OR REPRESENTING BY PROXY OR DULY AUTHORIZED REPRESENTATIVE) AT THE DATE OF THE RELEVANT MEETING NOT LESS THAN HALF OF THE NOMINAL VALUE OF THE ISSUED SHARES OF THAT CLASS AND HALF OF THE NOMINAL VALUE OF ALL ISSUED SHARES
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17 TO AMEND ARTICLE 6 (ACQUISITION OF OWN SHARES BY THE COMPANY) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘SUBJECT TO THE LUXEMBOURG COMPANIES LAW,
OR ANY OTHER LAW OR SO FAR AS NOT PROHIBITED BY ANY LAW AND SUBJECT TO ANY RIGHTS CONFERRED ON THE HOLDERS OF ANY CLASS OF SHARES, THE COMPANY SHALL HAVE THE POWER TO PURCHASE OR OTHERWISE ACQUIRE ALL OR ANY OF ITS OWN SHARES PROVIDED
THAT THE MANNER OF PURCHASE HAS FIRST BEEN AUTHORIZED BY A RESOLUTION OF THE SHAREHOLDERS, AND TO PURCHASE OR OTHERWISE ACQUIRE WARRANTS FOR THE SUBSCRIPTION OR PURCHASE OF ITS OWN SHARES, AND SUBJECT TO THE PROVISIONS OF ARTICLE 430-23
OF THE LUXEMBOURG COMPANIES LAW ON CROSS PARTICIPATIONS, SHARES AND WARRANTS FOR THE SUBSCRIPTION OR PURCHASE OF ANY SHARES IN ANY COMPANY WHICH IS ITS HOLDING COMPANY, AND MAY MAKE PAYMENT THEREFORE IN ANY MANNER AUTHORISED OR NOT
PROHIBITED BY LAW, INCLUDING OUT OF CAPITAL, OR TO GIVE, DIRECTLY OR INDIRECTLY, BY MEANS OF A LOAN, A GUARANTEE, A GIFT, AN INDEMNITY, THE PROVISION OF SECURITY OR OTHERWISE HOWSOEVER, FINANCIAL ASSISTANCE FOR THE PURPOSE OF OR IN
CONNECTION WITH A PURCHASE OR OTHER ACQUISITION MADE OR TO BE MADE BY ANY PERSON OF ANY SHARES OR WARRANTS IN ANY COMPANY WHICH IS A SUBSIDIARY OF THE COMPANY AND SHOULD THE COMPANY PURCHASE OR OTHERWISE ACQUIRE ITS OWN SHARES OR WARRANTS
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18 NEITHER THE GENERAL MEETING OF THE COMPANY NOR THE BOARD SHALL BE REQUIRED TO SELECT THE SHARES OR WARRANTS TO BE PURCHASED OR OTHERWISE ACQUIRED RATEABLY OR IN ANY OTHER MANNER AS BETWEEN THE
HOLDERS OF SHARES OR WARRANTS OF THE SAME CLASS OR AS BETWEEN THEM AND THE HOLDERS OF SHARES OR WARRANTS OF ANY OTHER CLASS OR IN ACCORDANCE WITH THE RIGHTS AS TO DIVIDENDS OR CAPITAL CONFERRED BY ANY CLASS OF SHARES, PROVIDED ALWAYS THAT
ANY SUCH PURCHASE OR OTHER ACQUISITION OR FINANCIAL ASSISTANCE SHALL ONLY BE MADE IN ACCORDANCE WITH THE LUXEMBOURG COMPANIES LAW AS WELL AS ANY RELEVANT CODE, RULES OR REGULATIONS ISSUED BY THE EXCHANGE OR THE SECURITIES AND FUTURES
COMMISSION OF HONG KONG FROM TIME TO TIME IN FORCE
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19 TO AMEND ARTICLE 7.1 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘7.1 SHARES OF THE COMPANY MAY BE REDEEMABLE SHARES IN ACCORDANCE WITH THE
PROVISIONS OF ARTICLE 430-22 OF THE LUXEMBOURG COMPANIES LAW, AS AMENDED. REDEEMABLE SHARES, IF ANY, BEAR THE SAME RIGHTS TO RECEIVE DIVIDENDS AND HAVE THE SAME VOTING RIGHTS AS NON-REDEEMABLE SHARES. ONLY FULLY PAID-IN REDEEMABLE SHARES
SHALL BE REDEEMABLE. THE REDEMPTION OF THE REDEEMABLE SHARES CAN ONLY BE MADE BY USING SUMS AVAILABLE FOR DISTRIBUTION IN ACCORDANCE WITH ARTICLE 462- 1 OF THE LUXEMBOURG COMPANIES LAW AND THE PRESENT ARTICLES OR THE PROCEEDS OF A NEW
ISSUE MADE WITH THE PURPOSE OF SUCH REDEMPTION SUBJECT ALWAYS TO THE PROVISIONS OF THESE ARTICLES. REDEEMABLE SHARES WHICH HAVE BEEN REDEEMED BY THE COMPANY BEAR NO VOTING RIGHTS, AND HAVE NO RIGHTS TO RECEIVE DIVIDENDS OR THE LIQUIDATION
PROCEEDS. REDEEMED REDEEMABLE SHARES MAY BE CANCELLED UPON REQUEST OF THE BOARD, BY A SPECIAL RESOLUTION PASSED AT AN EXTRAORDINARY GENERAL MEETING
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20 TO AMEND ARTICLE 10 (ADMINISTRATION - SUPERVISION) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘10.1 THE COMPANY SHALL BE MANAGED BY A BOARD COMPOSED
OF THREE MEMBERS AT LEAST WHO NEED NOT BE SHAREHOLDERS OF THE COMPANY. EXCEPT AS SET OUT IN ARTICLE 10.2, THE DIRECTORS SHALL BE ELECTED BY THE SHAREHOLDERS AT A GENERAL MEETING, WHICH SHALL DETERMINE THEIR NUMBER AND TERM OF OFFICE. THE
TERM OF THE OFFICE OF A DIRECTOR SHALL BE NOT MORE THAN THREE YEARS, UPON THE EXPIRY OF WHICH EACH SHALL BE ELIGIBLE FOR RE-ELECTION. 10.2 THE BOARD SHALL HAVE POWER FROM TIME TO TIME AND AT ANY TIME TO APPOINT ANY PERSON AS A DIRECTOR TO
FILL A CAUSAL VACANCY. ANY DIRECTOR SO APPOINTED SHALL HOLD OFFICE ONLY UNTIL THE NEXT FOLLOWING GENERAL MEETING (INCLUDING AN ANNUAL GENERAL MEETING) OF THE COMPANY AND SHALL THEN BE ELIGIBLE FOR RE-ELECTION AT THAT MEETING. 10.3 NO
PERSON SHALL, UNLESS RECOMMENDED BY THE BOARD, BE ELIGIBLE FOR ELECTION TO THE OFFICE OF DIRECTOR AT ANY GENERAL MEETING UNLESS DURING THE PERIOD, WHICH SHALL BE AT LEAST SEVEN CALENDAR DAYS, COMMENCING NO EARLIER THAN THE DAY AFTER THE
DISPATCH OF THE NOTICE OF THE MEETING APPOINTED FOR SUCH ELECTION AND ENDING NO LATER THAN SEVEN CALENDAR DAYS PRIOR TO THE DATE OF SUCH MEETING, THERE HAS BEEN GIVEN TO THE SECRETARY NOTICE IN WRITING BY A MEMBER OF THE COMPANY (NOT
BEING THE PERSON TO BE PROPOSED), ENTITLED TO ATTEND AND VOTE AT THE MEETING FOR WHICH SUCH NOTICE IS GIVEN, OF HIS INTENTION TO PROPOSE SUCH PERSON FOR ELECTION AND ALSO NOTICE IN WRITING SIGNED BY THE PERSON TO BE PROPOSED OF HIS
WILLINGNESS TO BE ELECTED. 10.4 A MOTION FOR THE APPOINTMENT OF TWO OR MORE PERSONS AS DIRECTORS BY WAY OF A SINGLE RESOLUTION SHALL NOT BE MADE AT A GENERAL MEETING UNLESS A RESOLUTION THAT IT SHALL BE SO MADE HAS BEEN PASSED WITHOUT ANY
VOTE BEING CAST AGAINST IT. THUS, SEVERAL DIRECTORS CAN BE APPOINTED DURING ONE SHAREHOLDERS’ MEETING, PROVIDED THAT EACH DIRECTOR IS APPOINTED UPON AN INDIVIDUAL DECISION.
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21 THE COMPANY IN GENERAL MEETING MAY BY ORDINARY RESOLUTION AS SET OUT IN ARTICLE 15.5 AT ANY TIME REMOVE ANY DIRECTOR (INCLUDING A MANAGING DIRECTOR OR OTHER EXECUTIVE DIRECTOR) BEFORE THE
EXPIRATION OF HIS PERIOD OF OFFICE NOTWITHSTANDING ANYTHING IN THESE ARTICLES OR IN ANY AGREEMENT BETWEEN THE COMPANY AND SUCH DIRECTOR AND MAY BY ORDINARY RESOLUTION AS SET OUT IN ARTICLE 15.5 ELECT ANOTHER PERSON IN HIS STEAD. ANY
PERSON SO ELECTED SHALL HOLD OFFICE DURING SUCH TIME ONLY AS THE DIRECTOR IN WHOSE PLACE HE IS ELECTED WOULD HAVE HELD THE SAME IF HE HAD NOT BEEN REMOVED. NOTHING IN THIS ARTICLE SHOULD BE TAKEN AS DEPRIVING A DIRECTOR REMOVED UNDER ANY
PROVISIONS OF THIS ARTICLE OF COMPENSATION OR DAMAGES PAYABLE TO HIM IN RESPECT OF THE TERMINATION OF HIS APPOINTMENT AS DIRECTOR OR OF ANY OTHER APPOINTMENT OR OFFICE AS A RESULT OF THE TERMINATION OF HIS APPOINTMENT AS DIRECTOR OR AS
DEROGATORY FROM ANY POWER TO REMOVE A DIRECTOR WHICH MAY EXIST APART FROM THE PROVISION OF THIS ARTICLE, SUBJECT ALWAYS TO APPLICABLE LUXEMBOURG LAWS. 10.6 IN THE EVENT THAT, AT THE TIME OF A MEETING OF THE BOARD, THERE ARE EQUAL VOTES IN
FAVOUR AND AGAINST A RESOLUTION, THE CHAIRMAN OF THE MEETING SHALL HAVE A CASTING VOTE. 10.7 THE BOARD SHALL HAVE THE MOST EXTENSIVE POWERS TO CARRY OUT ALL ACTS NECESSARY TO OR USEFUL IN THE FULFILMENT OF THE CORPORATE PURPOSE OF THE
COMPANY. ALL MATTERS NOT EXPRESSLY RESERVED TO THE GENERAL MEETING OF SHAREHOLDERS BY LAW OR BY THESE ARTICLES SHALL BE WITHIN ITS COMPETENCE. 10.8 WITHOUT PREJUDICE TO THE GENERAL POWERS CONFERRED BY THESE ARTICLES AND LUXEMBOURG
COMPANIES LAW, IT IS HEREBY EXPRESSLY DECLARED THAT THE BOARD SHALL HAVE THE FOLLOWING POWERS: (A) TO MAKE AND CONCLUDE ALL AND ANY AGREEMENTS AND DEEDS NECESSARY IN THE EXECUTION OF ANY UNDERTAKINGS OR OPERATIONS OF INTEREST TO THE
COMPANY; (B) TO DECIDE ON ANY FINANCIAL CONTRIBUTIONS, TRANSFERS, SUBSCRIPTIONS, PARTNERSHIPS, ASSOCIATIONS, PARTICIPATIONS AND INTERVENTIONS RELATING TO THE SAID OPERATIONS
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22 TO CASH IN ALL AND ANY AMOUNTS DUE BELONGING TO THE COMPANY AND GIVE VALID RECEIPT FOR THE SAME; (D) CARRY OUT AND AUTHORISE ALL AND ANY WITHDRAWALS, TRANSFERS AND ALIENATIONS OF FUNDS,
ANNUITIES, DEBTS RECEIVABLE, PROPERTY OR SECURITIES BELONGING TO THE COMPANY; (E) TO LEND OR BORROW IN THE LONG OR SHORT TERM, INCLUDING BY MEANS OF THE ISSUE OF BONDS, WITH OR WITHOUT GUARANTEES (SUCH BONDS MAY BE CONVERTIBLE BONDS, IF
SO APPROVED BY THE COMPANY IN GENERAL MEETING). THE SHAREHOLDERS WISH THAT, IN THE PERFORMANCE OF ITS DUTIES, THE BOARD TAKES INTO ACCOUNT THE SOCIAL, ENVIRONMENTAL, ECONOMIC AND LEGAL EFFECTS OF ITS ACTIONS. MORE PRECISELY, THE BOARD
SHALL TAKE INTO CONSIDERATION, IN ADDITION TO THE INTERESTS OF THE SHAREHOLDERS, THE INTERESTS OF THE COMPANY’S EMPLOYEES, CUSTOMERS, COMMUNITIES AFFECTED BY THE COMPANY, AND THE LOCAL AND GLOBAL ENVIRONMENT, AS WELL AS THE SHORT-TERM AND
LONG-TERM INTERESTS OF THE COMPANY. THE EXPANDED PURPOSE OF THE COMPANY AS DESCRIBED IN ARTICLE 3.8 AND THE PROVISION OF THIS ARTICLE EXPRESS ONLY THE WISHES OF THE SHAREHOLDERS OF THE COMPANY AND DO NOT CONSTITUTE A COMMITMENT BY THE
COMPANY, OR A QUASI-CONTRACT BETWEEN THE COMPANY AND ANY STAKEHOLDER, AND DO NOT CREATE ANY OBLIGATION OF ANY KIND WHATSOEVER TO ANY THIRD PARTY.THE DIRECTORS MAY ONLY ACT WITHIN THE FRAMEWORK OF DULY CONVENED MEETINGS OF THE BOARD OR BY
WAY OF CIRCULAR RESOLUTIONS EXECUTED BY ALL THE DIRECTORS IN ACCORDANCE WITH THESE ARTICLES. IN ACCORDANCE WITH ARTICLE 441-10 OF THE LUXEMBOURG COMPANIES LAW, THE DAILY MANAGEMENT OF THE COMPANY AS WELL AS THE REPRESENTATION OF THE
COMPANY IN RELATION THERETO MAY BE DELEGATED TO ONE OR MORE DIRECTORS, OFFICERS, MANAGERS OR OTHER AGENTS, SHAREHOLDER OR NOT, ACTING ALONE, JOINTLY OR IN THE FORM OF COMMITTEE(S). THEIR NOMINATION, REVOCATION AND POWERS AS WELL AS
SPECIAL COMPENSATIONS SHALL BE DETERMINED BY A RESOLUTION OF THE BOARD. THE BOARD MAY LIKEWISE CONFER ALL AND ANY SPECIAL POWERS TO ONE OR MORE BOARD COMMITTEES OR PROXIES OF ITS OWN CHOOSING, WHO NEED NOT BE DIRECTORS.
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23 THE BOARD SHALL CHOOSE A CHAIRMAN AMONG ITS MEMBERS AND MAY ALSO ELECT ONE OR MORE VICE CHAIRMEN FROM AMONG ITS OWN MEMBERS. THE BOARD SHALL MEET UPON A CALL TO DO SO FROM ITS CHAIRMAN OR OF
ANY TWO DIRECTORS AT SUCH PLACE AS SHALL BE INDICATED IN THE CONVENING NOTICE. IT MAY ALSO CHOOSE A SECRETARY, WHO NEED NOT BE A DIRECTOR, AND WHO SHALL BE RESPONSIBLE FOR, AMONG OTHER THINGS, KEEPING THE MINUTES OF THE MEETINGS OF THE
BOARD AND OF THE SHAREHOLDERS. 10.14 THE CHAIRMAN OF THE BOARD SHALL PRESIDE OVER MEETINGS OF THE BOARD BUT, IN HIS ABSENCE, THE BOARD MAY DESIGNATE BY A MAJORITY VOTE ANOTHER DIRECTOR TO TAKE THE CHAIR OF SUCH MEETING
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24 TO AMEND ARTICLES 12.8 AND 12.9 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘12.8 SAVE AS OTHERWISE PROVIDED BY THE LUXEMBOURG COMPANIES LAW, ANY
DIRECTOR WHO HAS, DIRECTLY OR INDIRECTLY, A FINANCIAL INTEREST CONFLICTING WITH THE INTEREST OF THE COMPANY IN CONNECTION WITH A TRANSACTION FALLING WITHIN THE COMPETENCE OF THE BOARD, MUST INFORM THE BOARD OF SUCH CONFLICT OF INTEREST
AND MUST HAVE HIS DECLARATION RECORDED IN THE MINUTES OF THE BOARD MEETING. THE RELEVANT DIRECTOR MAY NOT TAKE PART IN THE DISCUSSIONS RELATING TO SUCH TRANSACTION NOR VOTE ON SUCH TRANSACTION.’’ ‘‘12.9 ANY CONFLICT OF INTEREST PURSUANT
TO ARTICLE 12.8 MUST BE REPORTED TO THE NEXT GENERAL MEETING OF SHAREHOLDERS PRIOR TO SUCH MEETING TAKING ANY RESOLUTION ON ANY OTHER ITEM
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25 TO AMEND ARTICLE 13.3 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘13.3 THE STATUTORY AUDITOR IN OFFICE MAY BE REMOVED AT ANY TIME, WITH OR WITHOUT
CAUSE, WHEREAS THE INDEPENDENT AUDITOR IN OFFICE MAY ONLY BE REMOVED (I) WITH CAUSE OR (II) WITH HIS APPROVAL AND THE APPROVAL OF THE GENERAL MEETING OF SHAREHOLDERS. THE REMOVAL OR APPOINTMENT OF A STATUTORY AUDITOR OR INDEPENDENT
AUDITOR SHALL BE APPROVED BY THE SHAREHOLDERS IN GENERAL MEETING, PROVIDED THAT THE COMPANY GIVES ITS MEMBERS (I) NO LESS THAN 21 CALENDAR DAYS’ NOTICE IN CASE OF AN ANNUAL GENERAL MEETING OR (II) NO LESS THAN 15 CALENDAR DAYS’ NOTICE IN
CASE OF ANY OTHER GENERAL MEETING
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26 TO AMEND ARTICLES 15.1, 15.5, 15.11, 15.12, 15.14, 15.15, 15.18 AND 15.32 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘15.1 THE COMPANY SHALL IN
EACH FINANCIAL YEAR HOLD A GENERAL MEETING AS ITS ANNUAL GENERAL MEETING IN ADDITION TO ANY OTHER MEETING IN THAT YEAR AND SHALL SPECIFY THE MEETING AS SUCH IN THE NOTICES CALLING IT. THE ANNUAL GENERAL MEETING SHALL BE HELD IN LUXEMBOURG
AT THE REGISTERED OFFICE OF THE COMPANY, AND/OR AT ANY OTHER LOCATION AS MAY BE INDICATED IN THE CONVENING NOTICES, ON THE LAST WEDNESDAY IN THE MONTH OF SEPTEMBER AT 10 A.M. (CEST) OR, IN CASE SUCH DAY IS NOT A BUSINESS DAY, THE ANNUAL
GENERAL MEETING OF SHAREHOLDERS SHALL BE HELD ON THE IMMEDIATELY FOLLOWING BUSINESS DAY. SHAREHOLDERS MAY TAKE PART AT THE ANNUAL GENERAL MEETING THROUGH VIDEO-CONFERENCE OR ANY OTHER TELECOMMUNICATIONS FACILITY PROVIDED THAT ALL
PARTICIPANTS ARE THEREBY ABLE TO COMMUNICATE CONTEMPORANEOUSLY BY VIDEO AND/OR VOICE WITH ALL OTHER PARTICIPANTS. THE MEANS OF COMMUNICATION USED MUST ALLOW ALL THE PERSONS TAKING PART IN THE MEETING TO HEAR ONE ANOTHER ON A CONTINUOUS
BASIS AND MUST ALLOW AN EFFECTIVE PARTICIPATION OF ALL SUCH PERSONS IN THE MEETING. PARTICIPATION IN A MEETING PURSUANT TO THIS ARTICLE SHALL CONSTITUTE PRESENCE IN PERSON AT SUCH MEETING AND SUCH PERSONS SHALL BE ENTITLED TO VOTE AT SUCH
MEETINGS AND ARE DEEMED TO BE PRESENT FOR THE COMPUTATION OF THE QUORUM AND VOTES.‘’ ‘‘15.5 EACH SHARE IS ENTITLED TO ONE VOTE. EXCEPT AS OTHERWISE REQUIRED BY LAW (INCLUDING THE LISTING RULES) OR THESE ARTICLES, AND SUBJECT TO ARTICLE
15.6, RESOLUTIONS AT A GENERAL MEETING OF SHAREHOLDERS DULY CONVENED WILL BE ADOPTED AT A SIMPLE MAJORITY OF THE VOTES CAST. THE VOTES CAST SHALL NOT INCLUDE VOTES ATTACHING TO SHARES IN RESPECT OF WHICH THE SHAREHOLDER HAS NOT TAKEN PART
IN THE VOTE OR HAS ABSTAINED OR IS OTHERWISE REQUIRED TO ABSTAIN BY LAW (INCLUDING THE LISTING RULES) OR THE ARTICLES OR HAS RETURNED A BLANK OR INVALID VOTE.
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27 AT ANY GENERAL MEETING, ANY RESOLUTION PUT TO THE VOTE OF THE MEETING SHALL BE DECIDED BY POLL.‘’ ‘‘15.11 THE BOARD MAY, WHENEVER THEY THINK FIT, CONVENE A GENERAL MEETING AT SUCH TIME AND
PLACE AS THE BOARD MAY DETERMINE AND AS SHALL BE SPECIFIED IN THE NOTICE OF SUCH MEETING IN ACCORDANCE WITH THESE ARTICLES. SAVE FOR ANY GENERAL MEETING CONVENED BY THE BOARD PURSUANT TO THESE ARTICLES, NO OTHER GENERAL MEETING SHALL BE
CONVENED EXCEPT ON THE WRITTEN REQUISITION OF ANY ONE OR MORE MEMBERS OF THE COMPANY DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY IN LUXEMBOURG OR THE OFFICE OF THE COMPANY IN HONG KONG, SPECIFYING THE OBJECTS OF THE MEETING
(INCLUDING THE RESOLUTION(S) TO BE ADDED TO THE AGENDA, IF ANY) AND SIGNED BY THE REQUISITIONISTS, PROVIDED THAT SUCH REQUISITIONISTS HELD AS AT THE DATE OF DEPOSIT OF THE REQUISITION NOT LESS THAN 10% OF THE SHARE CAPITAL OF THE COMPANY
OR THE VOTING RIGHTS, ON A ONE VOTE PER SHARE BASIS, IN THE SHARE CAPITAL OF THE COMPANY.
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28 IF THE BOARD DOES NOT WITHIN 2 CALENDAR DAYS FROM THE DATE OF DEPOSIT OF THE REQUISITION PROCEED DULY TO CONVENE THE MEETING TO BE HELD WITHIN A FURTHER 28 CALENDAR DAYS, THE REQUISITIONIST(S)
THEMSELVES OR ANY OF THEM REPRESENTING MORE THAN ONE-HALF OF THE TOTAL VOTING RIGHTS OF ALL OF THEM, MAY CONVENE THE GENERAL MEETING IN THE SAME MANNER, AS NEARLY AS POSSIBLE, AS THAT IN WHICH MEETINGS MAY BE CONVENED BY THE BOARD
PROVIDED THAT ANY MEETING SO CONVENED SHALL NOT BE HELD AFTER THE EXPIRATION OF THREE MONTHS FROM THE DATE OF DEPOSIT OF THE REQUISITION, AND ALL REASONABLE EXPENSES INCURRED BY THE REQUISITIONIST(S) AS A RESULT OF THE FAILURE OF THE
BOARD SHALL BE DEDUCTED FROM THE DIRECTORS’ FEES OR REMUNERATION.’’ ‘‘15.12 ON REQUISITION IN WRITING BY MEMBERS REPRESENTING, ON THE DATE OF DEPOSIT OF THE REQUISITION, NOT LESS THAN 10% OF THE SHARE CAPITAL OF THE COMPANY OR VOTING
RIGHTS OF ALL MEMBERS, ON A ONE VOTE PER SHARE BASIS, WHO HAVE A RIGHT TO VOTE AT THE MEETING TO WHICH THE REQUISITION RELATES OR NOT LESS THAN 50 MEMBERS HOLDING SHARES IN THE COMPANY ON WHICH THERE HAS BEEN PAID UP AN AVERAGE SUM, PER
MEMBER, OF NOT LESS THAN HKD 2,000, THE COMPANY SHALL, AT THE EXPENSE OF THE REQUISITIONISTS: (A) GIVE TO MEMBERS ENTITLED TO RECEIVE NOTICE OF THAT ANNUAL GENERAL MEETING NOTICE OF ANY RESOLUTION WHICH MAY BE PROPERLY MOVED AND IS
INTENDED TO BE MOVED AT THAT MEETING; AND (B) CIRCULATE TO MEMBERS ENTITLED TO HAVE NOTICE OF ANY GENERAL MEETING SENT TO THEM A STATEMENT OF NOT MORE THAN 1,000 WORDS WITH RESPECT TO THE MATTER REFERRED TO IN THE PROPOSED RESOLUTION OR
THE BUSINESS TO BE DEALT WITH IN THE MEETING.’’ ‘‘15.14 AN ANNUAL GENERAL MEETING SHALL BE CALLED BY NOT LESS THAN 21 CALENDAR DAYS’ NOTICE IN WRITING AND ANY OTHER GENERAL MEETING SHALL BE CALLED BY NOT LESS THAN 15 CALENDAR DAYS’ NOTICE
IN WRITING.
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29 THE NOTICE SHALL BE EXCLUSIVE OF THE DAY ON WHICH IT IS SERVED OR DEEMED TO BE SERVED AND OF THE DAY FOR WHICH IT IS GIVEN.’’ ‘‘15.15 CONVENING NOTICES FOR ANY GENERAL MEETING SHALL TAKE THE
FORM OF ANNOUNCEMENTS FILED WITH THE LUXEMBOURG TRADE AND COMPANIES REGISTER AND PUBLISHED AT LEAST 21 CALENDAR DAYS BEFORE AN ANNUAL GENERAL MEETING OF THE COMPANY AND AT LEAST 15 CALENDAR DAYS BEFORE ANY OTHER GENERAL MEETING OF THE
COMPANY, ON THE RECUEIL ELECTRONIQUE DES SOCIETES ET ASSOCIATIONS AND IN A LUXEMBOURG NEWSPAPER. NOTICES BY MAIL SHALL BE SENT AT LEAST 8 DAYS BEFORE THE GENERAL MEETING TO THE REGISTERED SHAREHOLDERS BY ORDINARY MAIL (LETTRE MISSIVE).
ALTERNATIVELY, THE CONVENING NOTICES MAY BE EXCLUSIVELY MADE BY REGISTERED MAIL IN CASE THE COMPANY HAS ONLY ISSUED REGISTERED SHARES OR IF THE ADDRESSEES HAVE INDIVIDUALLY AGREED TO RECEIVE THE CONVENING NOTICES BY ANOTHER MEANS OF
COMMUNICATION ENSURING ACCESS TO THE INFORMATION, BY SUCH MEANS OF COMMUNICATION.‘’ ‘‘15.18 EXCEPT AS OTHERWISE PROVIDED IN THESE ARTICLES, ANY NOTICE OR DOCUMENT MAY BE SERVED BY THE COMPANY ON ANY MEMBER EITHER PERSONALLY OR BY SENDING
IT THROUGH THE REGISTERED MAIL IN A PREPAID LETTER ADDRESSED TO SUCH MEMBER AT HIS REGISTERED ADDRESS AS APPEARING IN THE REGISTER OR, TO THE EXTENT PERMITTED BY THE LUXEMBOURG COMPANIES LAW, THE LISTING RULES AND ALL APPLICABLE LAWS AND
REGULATIONS, BY ELECTRONIC MEANS BY TRANSMITTING IT TO ANY ELECTRONIC NUMBER OR ADDRESS OR WEBSITE SUPPLIED BY THE MEMBER TO THE COMPANY OR BY PLACING IT ON THE COMPANY’S WEBSITE PROVIDED THAT THE COMPANY HAS OBTAINED THE MEMBER’S PRIOR
EXPRESS POSITIVE CONFIRMATION IN WRITING TO RECEIVE OR OTHERWISE HAVE MADE AVAILABLE TO HIM NOTICES AND DOCUMENTS TO BE GIVEN OR ISSUED TO HIM BY THE COMPANY BY SUCH ELECTRONIC MEANS, OR (IN THE CASE OF NOTICE) BY ADVERTISEMENT PUBLISHED
IN A NEWSPAPER. IN THE CASE OF JOINT HOLDERS OF A SHARE, ALL NOTICES SHALL BE GIVEN TO THAT HOLDER FOR THE TIME BEING WHOSE NAME STANDS FIRST IN THE REGISTER AND NOTICE SO GIVEN SHALL BE SUFFICIENT NOTICE TO ALL THE JOINT HOLDERS.’’
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30 A VOTE GIVEN IN ACCORDANCE WITH THE TERMS OF AN INSTRUMENT OF PROXY OR RESOLUTION OF A MEMBER SHALL BE VALID NOTWITHSTANDING THE PREVIOUS DEATH OR INSANITY OF THE PRINCIPAL OR REVOCATION OF
THE PROXY OR POWER OF ATTORNEY OR OTHER AUTHORITY UNDER WHICH THE PROXY OR RESOLUTION OF A MEMBER WAS EXECUTED OR REVOCATION OF THE RELEVANT RESOLUTION OR THE TRANSFER OF THE SHARE IN RESPECT OF WHICH THE PROXY WAS GIVEN, PROVIDED THAT NO
INTIMATION IN WRITING OF SUCH DEATH, INSANITY, REVOCATION OR TRANSFER AS AFORESAID SHALL HAVE BEEN RECEIVED BY THE COMPANY AT ITS REGISTERED OFFICE AT LEAST TWO HOURS BEFORE THE COMMENCEMENT OF THE MEETING OR ADJOURNED MEETING AT WHICH
THE PROXY IS USED
|
Issuer
|
|
For
|
For
|
31 TO AMEND ARTICLE 16.7 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘16.7 THE COMPANY’S UNDISTRIBUTABLE RESERVES ARE: (A) THE CAPITAL REDEMPTION
RESERVE; AND (B) ANY OTHER RESERVE WHICH THE COMPANY IS PROHIBITED FROM DISTRIBUTING BY ANY ENACTMENT INCLUDING THE COMPANIES ORDINANCE OR BY THESE ARTICLES
|
Issuer
|
|
For
|
For
|
32 TO AMEND ARTICLE 21.2 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH SHALL HENCEFORTH READ AS FOLLOWS: ‘‘21.2 THE EXTRAORDINARY GENERAL MEETING AT WHICH ANY ALTERATION TO THESE ARTICLES
IS CONSIDERED SHALL NOT VALIDLY DELIBERATE UNLESS AT LEAST ONE HALF OF THE SHARE CAPITAL OF THE COMPANY OR THE VOTING RIGHTS ATTACHED TO THE ISSUED SHARE CAPITAL IS PRESENT OR REPRESENTED AND THE AGENDA INDICATES THE PROPOSED AMENDMENTS
TO THE ARTICLES AND, WHERE APPLICABLE, THE TEXT OF THOSE WHICH CONCERN THE OBJECTS OR THE FORM OF THE COMPANY. IF THE FIRST OF THESE CONDITIONS IS NOT SATISFIED, A SECOND EXTRAORDINARY GENERAL MEETING MAY BE CONVENED, IN ACCORDANCE WITH
THE PROVISIONS OF ARTICLE 15.15. THE SECOND EXTRAORDINARY GENERAL MEETING SHALL VALIDLY DELIBERATE AS LONG AS TWO MEMBERS ARE PRESENT IN PERSON OR BY PROXY, REGARDLESS OF THE PROPORTION OF THE CAPITAL REPRESENTED
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LONZA GROUP AG
|
5/5/23
|
LONN.SW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Abstain
|
For
|
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Security Holder
|
|
Abstain
|
For
|
2 APPROVE REMUNERATION REPORT
|
Security Holder
|
|
Abstain
|
For
|
3 APPROVE DISCHARGE OF BOARD AND SENIOR MANAGEMENT
|
Security Holder
|
|
Abstain
|
For
|
4 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF CHF 3.50 PER SHARE
|
Security Holder
|
|
Security Holder
|
|||
|
Abstain
|
5.1.1 REELECT ALBERT BAEHNY AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.2 REELECT MARION HELMES AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.3 REELECT ANGELICA KOHLMANN AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.4 REELECT CHRISTOPH MAEDER AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.5 REELECT ROGER NITSCH AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.6 REELECT BARBARA RICHMOND AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.7 REELECT JUERGEN STEINEMANN AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.1.8 REELECT OLIVIER VERSCHEURE AS DIRECTOR
|
Security Holder
|
|
|
Abstain
|
5.2 REELECT ALBERT BAEHNY AS BOARD CHAIR
|
Security Holder
|
|
|
Security Holder
|
|||
|
Abstain
|
For
|
5.3.1 REAPPOINT ANGELICA KOHLMANN AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Security Holder
|
|
Abstain
|
For
|
5.3.2 REAPPOINT CHRISTOPH MAEDER AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Security Holder
|
|
Abstain
|
For
|
5.3.3 REAPPOINT JUERGEN STEINEMANN AS MEMBER OF THE NOMINATION AND COMPENSATION COMMITTEE
|
Security Holder
|
|
Abstain
|
For
|
6 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR 2023
|
Security Holder
|
|
Abstain
|
For
|
7 RATIFY DELOITTE AG AS AUDITORS FOR FISCAL YEAR 2024
|
Security Holder
|
|
Abstain
|
For
|
8 DESIGNATE THOMANNFISCHER AS INDEPENDENT PROXY
|
Security Holder
|
|
Abstain
|
For
|
9.1 AMEND CORPORATE PURPOSE
|
Security Holder
|
|
Abstain
|
For
|
9.2 APPROVE CREATION OF CAPITAL BAND WITHIN THE UPPER LIMIT OF CHF 86.6 MILLION AND THE LOWER LIMIT OF CHF 67.1 MILLION WITH OR WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
|
Security Holder
|
|
Abstain
|
For
|
9.3 AMEND ARTICLES RE: VOTING ON THE EXECUTIVE COMMITTEE COMPENSATION
|
Security Holder
|
|
Abstain
|
For
|
9.4 AMEND ARTICLES OF ASSOCIATION
|
Security Holder
|
|
Abstain
|
For
|
10 APPROVE REMUNERATION OF DIRECTORS IN THE AMOUNT OF CHF 2.9 MILLION
|
Security Holder
|
|
Abstain
|
For
|
11.1 APPROVE VARIABLE SHORT-TERM REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 3.5 MILLION FOR FISCAL YEAR 2022
|
Security Holder
|
|
Abstain
|
For
|
11.2 APPROVE VARIABLE LONG-TERM REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 12.1 MILLION FOR FISCAL YEAR 2023
|
Security Holder
|
|
Abstain
|
For
|
11.3 APPROVE FIXED REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 3.3 MILLION FOR THE PERIOD JULY 1, 2023 - DECEMBER 31, 2023
|
Security Holder
|
|
Abstain
|
For
|
11.4 APPROVE FIXED AND VARIABLE LONG-TERM REMUNERATION OF EXECUTIVE COMMITTEE IN THE AMOUNT OF CHF 19.6 MILLION FOR THE PERIOD JANUARY 1, 2024 - DECEMBER 31, 2024
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LONZA GROUP AG
|
5/5/23
|
LONN.SW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Abstain
|
None
|
1 I WISH TO AUTHORIZE BROADRIDGE TO ARRANGE FOR THE SUB-CUSTODIAN TO REGISTER THE SHARES, SO THAT I MAY SUBMIT A VOTE OR MEETING ATTENDANCE REQUEST ON PART 2 OF THE MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LVMH MOET HENNESSY LOUIS VUITTON SE
|
4/20/23
|
LVMU.Y
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF INCOME - SETTING OF THE DIVIDEND
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF REGULATED AGREEMENTS REFERRED TO IN ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
5 RENEWAL OF THE TERM OF OFFICE FOR MRS. DELPHINE ARNAULT AS DIRECTOR
|
||
|
For
|
6 RENEWAL OF THE TERM OF OFFICE FOR MR. ANTONIO BELLONI AS DIRECTOR
|
||
|
For
|
7 RENEWAL OF THE TERM OF OFFICE FOR MRS. MARIE-JOSEE KRAVIS AS DIRECTOR
|
||
|
For
|
8 RENEWAL OF THE TERM OF OFFICE FOR MRS. MARIE-LAURE SAUTY DE CHALON AS DIRECTOR
|
||
|
For
|
9 RENEWAL OF THE TERM OF OFFICE FOR MRS. NATACHA VALLA AS DIRECTOR
|
||
|
For
|
10 APPOINTMENT OF MR. LAURENT MIGNON AS DIRECTOR
|
||
|
For
|
For
|
11 RENEWAL OF THE TERM OF OFFICE FOR LORD POWELL OF BAYSWATER AS CENSOR
|
Issuer
|
|
For
|
For
|
12 APPOINTMENT OF MR. DIEGO DELLA VALLE AS CENSOR
|
Issuer
|
|
For
|
For
|
13 APPROVAL OF THE INFORMATION RELATING TO THE COMPENSATION OF CORPORATE OFFICERS, AS REFERRED TO IN SECTION I OF ARTICLE L.22-10-9 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
14 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING THE FINANCIAL YEAR 2022 OR ALLOCATED FOR THE SAME FINANCIAL YEAR TO MR. BERNARD ARNAULT, CHAIRMAN AND CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
15 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING FINANCIAL YEAR 2022 OR ALLOCATED FOR THE SAME FINANCIAL YEAR TO MR. ANTONIO BELLONI, DEPUTY CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
16 APPROVAL OF THE COMPENSATION POLICY FOR DIRECTORS
|
Issuer
|
|
For
|
For
|
17 APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
18 APPROVAL OF THE COMPENSATION POLICY FOR THE DEPUTY CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
19 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO TRADE IN THE COMPANY’S SHARES AT A MAXIMUM PURCHASE PRICE OF 1,200 EUROS PER SHARE, FOR A MAXIMUM
CUMULATIVE AMOUNT OF 60.4 BILLION EUROS
|
Issuer
|
|
For
|
For
|
20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO REDUCE THE SHARE CAPITAL BY CANCELLING SHARES HELD BY THE COMPANY FOLLOWING THE REPURCHASE OF ITS OWN
SHARES
|
Issuer
|
|
For
|
For
|
21 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO INCREASE THE CAPITAL BY INCORPORATION OF PROFITS, RESERVES, PREMIUMS OR OTHERS
|
Issuer
|
|
For
|
For
|
22 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES, AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES, AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO EQUITY SECURITIES TO BE ISSUED WITH RETENTION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
23 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE BY PUBLIC OFFERING (OTHER THAN THOSE REFERRED TO IN SECTION 1 OF ARTICLE L. 411-2
OF THE FRENCH MONETARY AND FINANCIAL CODE), COMMON SHARES, AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES, AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO
EQUITY SECURITIES TO BE ISSUED, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT WITH THE OPTION OF A PRIORITY RIGHT
|
Issuer
|
|
For
|
For
|
24 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES, AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES, AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO EQUITY SECURITIES TO BE ISSUED, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE BENEFIT OF QUALIFIED INVESTORS
OR A LIMITED CIRCLE OF INVESTORS
|
Issuer
|
|
For
|
For
|
25 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN THE EVENT OF A CAPITAL INCREASE WITH
RETENTION OR CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT IN THE CONTEXT OF OVER-ALLOTMENT OPTIONS IN CASE OF OVERSUBSCRIPTION OF THE NUMBER OF SECURITIES OFFERED
|
Issuer
|
|
For
|
For
|
26 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES OR TO THE
ALLOCATION OF DEBT SECURITIES AS COMPENSATION FOR SECURITIES BROUGHT INTO ANY PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY
|
Issuer
|
|
For
|
For
|
27 DELEGATION OF POWERS GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE, WITHIN THE LIMIT OF 10% OF THE SHARE CAPITAL, COMMON SHARES OR EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OF THE COMPANY OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES AS COMPENSATION FOR CONTRIBUTIONS IN KIND OF EQUITY SECURITIES OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL,
GRANTED TO THE COMPANY
|
Issuer
|
|
For
|
For
|
28 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO GRANT SHARE SUBSCRIPTION OPTIONS WITH CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION
RIGHT, OR SHARE PURCHASE OPTIONS TO EMPLOYEES AND/OR EXECUTIVE CORPORATE OFFICERS OF THE COMPANY AND RELATED ENTITIES, WITHIN THE LIMIT OF 1% OF THE CAPITAL
|
Issuer
|
|
For
|
For
|
29 DELEGATION OF AUTHORITY TO GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE COMPANY’S CAPITAL, WITH
CANCELLATION OF SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE BENEFIT OF MEMBERS OF THE GROUP’S COMPANY SAVINGS PLAN(S), WITHIN THE LIMIT OF 1% OF THE SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
30 SETTING OF THE OVERALL CEILING FOR IMMEDIATE OR FUTURE CAPITAL INCREASES DECIDED IN ACCORDANCE WITH DELEGATIONS OF AUTHORITY
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MEDTRONIC PLC
|
12/8/22
|
MDT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2023 Annual General Meeting: Richard H. Anderson
|
||
|
For
|
1b. Election of Director to hold office until the 2023 Annual General Meeting: Craig Arnold
|
||
|
For
|
1c. Election of Director to hold office until the 2023 Annual General Meeting: Scott C. Donnelly
|
||
|
For
|
1d. Election of Director to hold office until the 2023 Annual General Meeting: Lidia L. Fonseca
|
||
|
For
|
1e. Election of Director to hold office until the 2023 Annual General Meeting: Andrea J. Goldsmith, Ph.D.
|
||
|
For
|
1f. Election of Director to hold office until the 2023 Annual General Meeting: Randall J. Hogan, III
|
||
|
For
|
1g. Election of Director to hold office until the 2023 Annual General Meeting: Kevin E. Lofton
|
||
|
For
|
1h. Election of Director to hold office until the 2023 Annual General Meeting: Geoffrey S. Martha
|
||
|
For
|
1i. Election of Director to hold office until the 2023 Annual General Meeting: Elizabeth G. Nabel, M.D.
|
||
|
For
|
1j. Election of Director to hold office until the 2023 Annual General Meeting: Denise M. O’Leary
|
||
|
For
|
1k. Election of Director to hold office until the 2023 Annual General Meeting: Kendall J. Powell
|
||
|
For
|
For
|
2. Ratifying, in a non-binding vote, the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2023 and authorizing, in a binding vote, the Board of
Directors, acting through the Audit Committee, to set the auditor’s remuneration.
|
Issuer
|
|
For
|
For
|
3. Approving, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
For
|
For
|
4. Renewing the Board of Directors’ authority to issue shares under Irish law.
|
Issuer
|
|
For
|
For
|
5. Renewing the Board of Directors’ authority to opt out of pre-emption rights under Irish law.
|
Issuer
|
|
For
|
For
|
6. Authorizing the Company and any subsidiary of the Company to make overseas market purchases of Medtronic ordinary shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MERCADOLIBRE, INC.
|
6/7/23
|
MELI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
SUSAN SEGAL
|
||
|
For
|
MARIO EDUARDO VÁZQUEZ
|
||
|
For
|
ALEJANDRO N. AGUZIN
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers for fiscal year 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory basis, the frequency of holding an advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Pistrelli, Henry Martin y Asociados S.R.L., a member firm of Ernst & Young Global Limited, as our independent registered public accounting firm for the fiscal
year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MERCK KGAA
|
4/28/23
|
MRK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.20 PER SHARE
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7 APPROVE ISSUANCE OF WARRANTS/BONDS WITH WARRANTS ATTACHED/CONVERTIBLE BONDS WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 2.5 BILLION APPROVE CREATION OF EUR 16.8 MILLION POOL
OF CAPITAL TO GUARANTEE CONVERSION RIGHTS
|
Issuer
|
|
For
|
For
|
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MUENCHENER RUECKVERSICHERUNGS-GESELLSCHAFT AKTIENG
|
5/5/23
|
MUV2.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 11.60 PER SHARE
|
Issuer
|
|
For
|
For
|
3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER JOACHIM WENNING FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER THOMAS BLUNCK FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER NICHOLAS GARTSIDE FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER STEFAN GOLLING FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER DORIS HOEPKE (UNTIL APRIL 30, 2022)
|
Issuer
|
|
For
|
For
|
3.6 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER CHRISTOPH JURECKA FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.7 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER TORSTEN JEWORREK FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.8 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER ACHIM KASSOW FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.9 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER CLARISSE KOPF (FROM DEC. 1, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
3.10 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER MARKUS RIESS FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER NIKOLAUS VON BOMHARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANNE HORSTMANN FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANN-KRISTIN ACHLEITNER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CLEMENT BOOTH FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RUTH BROWN FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER STEPHAN EBERL FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER FRANK FASSIN FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER URSULA GATHER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GERD HAEUSLER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANGELIKA HERZOG FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RENATA BRUENGGER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER STEFAN KAINDL FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CARINNE KNOCHE-BROUILLON FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GABRIELE MUECKE FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ULRICH PLOTTKE FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MANFRED RASSY FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GABRIELE SINZ-TOPORZYSEK (UNTIL JAN. 31, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CARSTEN SPOHR FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KARL-HEINZ STREIBICH FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MARKUS WAGNER (FROM FEB. 31, 2022) FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4.21 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MAXIMILIAN ZIMMERER FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY ERNST & YOUNG GMBH AS AUDITORS FOR FISCAL YEAR 2023 AND FOR THE REVIEW OF THE INTERIM FINANCIAL STATEMENTS FOR FISCAL YEAR 2023 AND FIRST QUARTER OF FISCAL YEAR 2024
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
7.2 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
7.3 AMEND ARTICLES RE: EDITORIAL CHANGES
|
Issuer
|
|
For
|
For
|
8 AMEND ARTICLES RE: REGISTRATION IN THE SHARE REGISTER
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MURATA MANUFACTURING CO.,LTD.
|
6/29/23
|
6981.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
2.1 Appoint a Director who is not Audit and Supervisory Committee Member Murata, 取締役選任 Tsuneo
|
||
|
For
|
2.2 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Nakajima, Norio
|
||
|
For
|
2.3 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Iwatsubo, Hiroshi
|
||
|
For
|
2.4 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Minamide, Masanori
|
||
|
For
|
2.5 Appoint a Director who is not Audit and Supervisory Committee Member Yasuda, 取締役選任 Yuko
|
||
|
For
|
2.6 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Nishijima, Takashi
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NESTLE S.A.
|
4/20/23
|
NESN.VX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Abstain
|
None
|
1 I WISH TO AUTHORIZE BROADRIDGE TO ARRANGE FOR THE SUB-CUSTODIAN TO REGISTER THE SHARES, SO THAT I MAY SUBMIT A VOTE OR MEETING ATTENDANCE REQUEST ON PART 2 OF THE MEETING
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NESTLE S.A.
|
4/20/23
|
NESN.VX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1.1 APPROVAL OF THE ANNUAL REVIEW, THE FINANCIAL STATEMENTS OF NESTLE S.A. AND THE CONSOLIDATED FINANCIAL STATEMENTS OF THE NESTLE GROUP FOR 2022
|
Issuer
|
|
For
|
For
|
1.2 ACCEPTANCE OF THE COMPENSATION REPORT 2022 (ADVISORY VOTE)
|
Issuer
|
|
For
|
For
|
2 DISCHARGE TO THE MEMBERS OF THE BOARD OF DIRECTORS AND OF THE MANAGEMENT FOR 2022
|
Issuer
|
|
For
|
For
|
3 APPROPRIATION OF PROFIT RESULTING FROM THE BALANCE SHEET OF NESTLE S.A. (PROPOSED DIVIDEND) FOR THE FINANCIAL YEAR 2022
|
Issuer
|
|
For
|
4.1.1 RE-ELECTION AS MEMBER AND CHAIRMAN OF THE BOARD OF DIRECTORS: PAUL BULCKE
|
||
|
For
|
4.1.2 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: ULF MARK SCHNEIDER
|
||
|
For
|
4.1.3 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: HENRI DE CASTRIES
|
||
|
For
|
4.1.4 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: RENATO FASSBIND
|
||
|
For
|
4.1.5 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: PABLO ISLA
|
||
|
For
|
4.1.6 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: PATRICK AEBISCHER
|
||
|
For
|
4.1.7 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: KIMBERLY A. ROSS
|
||
|
For
|
4.1.8 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: DICK BOER
|
||
|
For
|
4.1.9 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: DINESH PALIWAL
|
||
|
For
|
4.110 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: HANNE JIMENEZ DE MORA
|
||
|
For
|
4.111 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: LINDIWE MAJELE SIBANDA
|
||
|
For
|
4.112 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: CHRIS LEONG
|
||
|
For
|
4.113 RE-ELECTION AS MEMBER OF THE BOARD OF DIRECTORS: LUCA MAESTRI
|
||
|
For
|
4.2.1 ELECTION TO THE BOARD OF DIRECTORS: RAINER BLAIR
|
||
|
For
|
4.2.2 ELECTION TO THE BOARD OF DIRECTORS: MARIE-GABRIELLE INEICHEN-FLEISCH
|
||
|
For
|
For
|
4.3.1 ELECTION AS MEMBER OF THE COMPENSATION COMMITTEE: PABLO ISLA
|
Issuer
|
|
For
|
For
|
4.3.2 ELECTION AS MEMBER OF THE COMPENSATION COMMITTEE: PATRICK AEBISCHER
|
Issuer
|
|
For
|
For
|
4.3.3 ELECTION AS MEMBER OF THE COMPENSATION COMMITTEE: DICK BOER
|
Issuer
|
|
For
|
For
|
4.3.4 ELECTION AS MEMBER OF THE COMPENSATION COMMITTEE: DINESH PALIWAL
|
Issuer
|
|
For
|
For
|
4.4 ELECTION OF THE STATUTORY AUDITORS: ERNST AND YOUNG LTD, LAUSANNE BRANCH
|
Issuer
|
|
For
|
For
|
4.5 ELECTION OF THE INDEPENDENT REPRESENTATIVE: HARTMANN DREYER, ATTORNEYS-AT-LAW
|
Issuer
|
|
For
|
For
|
5.1 APPROVAL OF THE COMPENSATION OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
5.2 APPROVAL OF THE COMPENSATION OF THE EXECUTIVE BOARD
|
Issuer
|
|
For
|
For
|
6 CAPITAL REDUCTION (BY CANCELLATION OF SHARES)
|
Issuer
|
|
For
|
For
|
7.1 AMENDMENTS OF PROVISIONS OF THE ARTICLES OF ASSOCIATION PERTAINING TO THE GENERAL MEETING
|
Issuer
|
|
For
|
For
|
7.2 AMENDMENTS OF PROVISIONS OF THE ARTICLES OF ASSOCIATION PERTAINING TO THE BOARD OF DIRECTORS, COMPENSATION, CONTRACTS AND MANDATES AND MISCELLANEOUS PROVISIONS
|
Issuer
|
|
For
|
Against
|
8 IN THE EVENT OF ANY YET UNKNOWN NEW OR MODIFIED PROPOSAL BY A SHAREHOLDER DURING THE GENERAL MEETING, I INSTRUCT THE INDEPENDENT REPRESENTATIVE TO VOTE AS FOLLOWS: (YES = VOTE IN FAVOR OF ANY
SUCH YET UNKNOWN PROPOSAL, NO = VOTE AGAINST ANY SUCH YET UNKNOWN PROPOSAL, ABSTAIN = ABSTAIN FROM VOTING) - THE BOARD OF DIRECTORS RECOMMENDS TO VOTE NO ON ANY SUCH YET UNKNOWN PROPOSAL
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NINTENDO CO.,LTD.
|
6/23/23
|
NTDO.Y
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
2.1 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Furukawa, Shuntaro
|
||
|
For
|
2.2 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Miyamoto, Shigeru
|
||
|
For
|
2.3 Appoint a Director who is not Audit and Supervisory Committee Member 取締役選任 Takahashi, Shinya
|
||
|
For
|
2.4 Appoint a Director who is not Audit and Supervisory Committee Member Shibata, 取締役選任 Satoru
|
||
|
For
|
2.5 Appoint a Director who is not Audit and Supervisory Committee Member Shiota, 取締役選任 Ko
|
||
|
For
|
2.6 Appoint a Director who is not Audit and Supervisory Committee Member Chris 取締役選任 Meledandri
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NOVO NORDISK A/S
|
3/23/23
|
NVO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 PRESENTATION AND ADOPTION OF THE AUDITED ANNUAL REPORT 2022
|
Issuer
|
|
For
|
For
|
3 RESOLUTION TO DISTRIBUTE THE PROFIT ACCORDING TO THE ADOPTED ANNUAL REPORT 2022
|
Issuer
|
|
For
|
For
|
4 PRESENTATION OF AND ADVISORY VOTE ON THE REMUNERATION REPORT 2022
|
Issuer
|
|
For
|
For
|
5.1 APPROVAL OF THE REMUNERATION OF THE BOARD OF DIRECTORS: APPROVAL OF THE REMUNERATION OF THE BOARD OF DIRECTORS FOR 2022
|
Issuer
|
|
For
|
For
|
5.2 APPROVAL OF THE REMUNERATION OF THE BOARD OF DIRECTORS: APPROVAL OF THE REMUNERATION LEVEL OF THE BOARD OF DIRECTORS FOR 2023
|
Issuer
|
|
For
|
For
|
5.3 APPROVAL OF THE REMUNERATION OF THE BOARD OF DIRECTORS: AMENDMENT TO THE REMUNERATION POLICY
|
Issuer
|
|
For
|
6.1 ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: ELECTION OF HELGE LUND AS CHAIR
|
||
|
For
|
6.2 ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: ELECTION OF HENRIK POULSEN AS VICE CHAIR
|
||
|
For
|
6.3.A ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTOR: LAURENCE DEBROUX
|
||
|
For
|
6.3.B ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTOR: ANDREAS FIBIG
|
||
|
For
|
6.3.C ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTOR: SYLVIE GREGOIRE
|
||
|
For
|
6.3.D ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTOR: KASIM KUTAY
|
||
|
For
|
6.3.E ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTOR: CHRISTINA LAW
|
||
|
For
|
6.3.F ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTOR: MARTIN MACKAY
|
||
|
For
|
For
|
7.1 APPOINTMENT OF AUDITOR: APPOINTMENT OF DELOITTE STATSAUTORISERET REVISIONSPARTNERSELSKAB
|
Issuer
|
|
For
|
For
|
8.1 PROPOSALS FROM THE BOARD OF DIRECTORS AND/OR SHAREHOLDERS: REDUCTION OF THE COMPANY’S B SHARE CAPITAL BY NOMINALLY DKK 5,000,000 BY CANCELLATION OF B SHARES
|
Issuer
|
|
For
|
For
|
8.2 PROPOSALS FROM THE BOARD OF DIRECTORS AND/OR SHAREHOLDERS: AUTHORISATION TO THE BOARD OF DIRECTORS TO ALLOW THE COMPANY TO REPURCHASE OWN SHARES
|
Issuer
|
|
For
|
For
|
8.3 PROPOSALS FROM THE BOARD OF DIRECTORS AND/OR SHAREHOLDERS: AUTHORISATION TO THE BOARD OF DIRECTORS TO INCREASE THE COMPANY’S SHARE CAPITAL
|
Issuer
|
|
For
|
Against
|
8.4 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: PROPOSALS FROM THE BOARD OF DIRECTORS AND/OR SHAREHOLDERS: PROPOSAL FROM THE SHAREHOLDER KRITISKE AKTIONAERER ON PRODUCT PRICING
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OMRON CORPORATION
|
6/22/23
|
6645.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 Approve Appropriation of Surplus 剰余金の配当等
|
Issuer
|
|
For
|
2.1 Appoint a Director Yamada, Yoshihito 取締役選任
|
||
|
For
|
2.2 Appoint a Director Tsujinaga, Junta 取締役選任
|
||
|
For
|
2.3 Appoint a Director Miyata, Kiichiro 取締役選任
|
||
|
For
|
2.4 Appoint a Director Tomita, Masahiko 取締役選任
|
||
|
For
|
2.5 Appoint a Director Yukumoto, Shizuto 取締役選任
|
||
|
For
|
2.6 Appoint a Director Kamigama, Takehiro 取締役選任
|
||
|
For
|
2.7 Appoint a Director Kobayashi, Izumi 取締役選任
|
||
|
For
|
2.8 Appoint a Director Suzuki, Yoshihisa 取締役選任
|
||
|
For
|
For
|
3 Appoint a Corporate Auditor Hosoi, Toshio 監査役選任
|
Issuer
|
|
For
|
For
|
4 Appoint a Substitute Corporate Auditor Watanabe, Toru 補欠監査役選任
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PERNOD RICARD SA
|
11/10/22
|
RI.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 4.12 PER SHARE
|
Issuer
|
|
For
|
4 REELECT PATRICIA BARBIZET AS DIRECTOR
|
||
|
For
|
5 REELECT IAN GALLIENNE AS DIRECTOR
|
||
|
For
|
For
|
6 RENEW APPOINTMENT OF KPMG SA AS AUDITOR
|
Issuer
|
|
For
|
For
|
7 ACKNOWLEDGE END OF MANDATE OF SALUSTRO REYDEL AS ALTERNATE AUDITOR AND DECISION NOT TO REPLACE AND RENEW
|
Issuer
|
|
For
|
For
|
8 APPROVE COMPENSATION OF ALEXANDRE RICARD, CHAIRMAN AND CEO
|
Issuer
|
|
For
|
For
|
9 APPROVE REMUNERATION POLICY OF ALEXANDRE RICARD, CHAIRMAN AND CEO
|
Issuer
|
|
For
|
For
|
10 APPROVE COMPENSATION REPORT OF CORPORATE OFFICERS
|
Issuer
|
|
For
|
For
|
11 APPROVE REMUNERATION POLICY OF CORPORATE OFFICERS
|
Issuer
|
|
For
|
For
|
12 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF ISSUED SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
13 APPROVE AUDITORS SPECIAL REPORT ON RELATED-PARTY TRANSACTIONS
|
Issuer
|
|
For
|
For
|
14 AUTHORIZE FILING OF REQUIRED DOCUMENTS/OTHER FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PUMA SE
|
5/24/23
|
PUM.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.82 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
7.1 ELECT HELOISE TEMPLE-BOYER TO THE SUPERVISORY BOARD
|
||
|
For
|
7.2 ELECT THORE OHLSSON TO THE SUPERVISORY BOARD
|
||
|
For
|
7.3 ELECT JEAN-MARC DUPLAIX TO THE SUPERVISORY BOARD
|
||
|
For
|
7.4 ELECT FIONA MAY TO THE SUPERVISORY BOARD
|
||
|
For
|
7.5 ELECT MARTIN KOEPPEL AS EMPLOYEE REPRESENTATIVE TO THE SUPERVISORY BOARD
|
||
|
For
|
7.6 ELECT BERND ILLIG AS EMPLOYEE REPRESENTATIVE TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
8 APPROVE REMUNERATION POLICY FOR THE SUPERVISORY BOARD
|
Issuer
|
|
For
|
For
|
9 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2028
|
Issuer
|
|
For
|
For
|
10 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RENESAS ELECTRONICS CORPORATION
|
3/30/23
|
6723.JP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Appoint a Director Shibata, Hidetoshi 取締役選任
|
||
|
For
|
1.2 Appoint a Director Iwasaki, Jiro 取締役選任
|
||
|
For
|
1.3 Appoint a Director Selena Loh Lacroix 取締役選任
|
||
|
For
|
1.4 Appoint a Director Yamamoto, Noboru 取締役選任
|
||
|
For
|
1.5 Appoint a Director Hirano, Takuya 取締役選任
|
||
|
For
|
For
|
2 Approve Details of Introduction of a Tax Advantaged Employee Share Purchase その他 Plan for Employees of the Company and the Company’s Subsidiaries
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SAMSUNG ELECTRONICS CO LTD
|
11/3/22
|
005930.KS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 ELECTION OF OUTSIDE DIRECTOR HEO EUN NYEONG
|
||
|
For
|
1.2 ELECTION OF OUTSIDE DIRECTOR YU MYEONG HUI
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SAMSUNG ELECTRONICS CO LTD
|
3/15/23
|
005930.KS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF FINANCIAL STATEMENTS
|
Issuer
|
|
For
|
2 ELECTION OF INSIDE DIRECTOR HAN JONG HUI
|
||
|
For
|
For
|
3 APPROVAL OF REMUNERATION FOR DIRECTOR
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SANOFI SA
|
5/25/23
|
SNY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 3.56 PER SHARE
|
Issuer
|
|
For
|
4 ELECT FREDERIC OUDEA AS DIRECTOR
|
||
|
For
|
For
|
5 APPROVE COMPENSATION REPORT OF CORPORATE OFFICERS
|
Issuer
|
|
For
|
For
|
6 APPROVE COMPENSATION OF SERGE WEINBERG, CHAIRMAN OF THE BOARD
|
Issuer
|
|
For
|
For
|
7 APPROVE COMPENSATION OF PAUL HUDSON, CEO
|
Issuer
|
|
For
|
For
|
8 APPROVE REMUNERATION OF DIRECTORS IN THE AGGREGATE AMOUNT OF EUR 2.5 MILLION
|
Issuer
|
|
For
|
For
|
9 APPROVE REMUNERATION POLICY OF DIRECTORS
|
Issuer
|
|
For
|
For
|
10 APPROVE REMUNERATION POLICY OF CHAIRMAN OF THE BOARD
|
Issuer
|
|
For
|
For
|
11 APPROVE REMUNERATION POLICY OF CEO
|
Issuer
|
|
For
|
For
|
12 RENEW APPOINTMENT OF PRICEWATERHOUSECOOPERS AUDIT AS AUDITOR
|
Issuer
|
|
For
|
For
|
13 RATIFY CHANGE LOCATION OF REGISTERED OFFICE TO 46, AVENUE DE LA GRANDE ARMEE, 75017 PARIS AND AMEND ARTICLE 4 OF BYLAWS ACCORDINGLY
|
Issuer
|
|
For
|
For
|
14 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF ISSUED SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
16 AUTHORIZE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 997 MILLION
|
Issuer
|
|
For
|
For
|
17 AUTHORIZE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION
|
Issuer
|
|
For
|
For
|
18 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES FOR PRIVATE PLACEMENTS, UP TO AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION
|
Issuer
|
|
For
|
For
|
19 APPROVE ISSUANCE OF DEBT SECURITIES GIVING ACCESS TO NEW SHARES OF SUBSIDIARIES AND/OR DEBT SECURITIES, UP TO AGGREGATE AMOUNT OF EUR 7 BILLION
|
Issuer
|
|
For
|
For
|
20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE EVENT OF ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER VOTE UNDER ITEMS 16-18
|
Issuer
|
|
For
|
For
|
21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS IN KIND
|
Issuer
|
|
For
|
For
|
22 AUTHORIZE CAPITALIZATION OF RESERVES OF UP TO EUR 500 MILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE
|
Issuer
|
|
For
|
For
|
23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN EMPLOYEE STOCK PURCHASE PLANS
|
Issuer
|
|
For
|
For
|
24 AUTHORIZE FILING OF REQUIRED DOCUMENTS/OTHER FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SAP SE
|
5/11/23
|
SAP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
None
|
2 Resolution on the appropriation of the retained earnings for fiscal year 2022
|
Issuer
|
|
For
|
None
|
3 Resolution on the formal approval of the acts of the Executive Board in fiscal year 2022
|
Issuer
|
|
For
|
None
|
4 Resolution on the formal approval of the acts of the Supervisory Board in fiscal year 2022
|
Issuer
|
|
For
|
None
|
5 Resolution on the approval of the compensation report for fiscal year 2022
|
Issuer
|
|
For
|
None
|
6 Resolution on the authorization to acquire and use treasury shares pursuant to Section 71 (1) no. 8 of the German Stock Corporation Act (Aktiengesetz; “AktG”), with possible exclusion of the
shareholders’ subscription rights and potential rights to offer shares and the possibility to redeem treasury shares
|
Issuer
|
|
For
|
None
|
7 Resolution on the authorization to use derivatives to acquire treasury shares in accordance with Section 71 (1) no. 8 AktG, with possible exclusion of the shareholders’ subscription rights and
potential rights to offer shares
|
Issuer
|
|
For
|
8a Election of Supervisory Board member: Jennifer Xin-Zhe Li
|
||
|
For
|
8b Election of Supervisory Board member: Dr. Qi Lu
|
||
|
For
|
8c Election of Supervisory Board member: Dr. h. c. Punit Renjen
|
||
|
For
|
None
|
9 Resolution on the approval of the compensation system for Executive Board members
|
Issuer
|
|
For
|
None
|
10 Resolution on the compensation of the Supervisory Board members concerning the granting of additional compensation for the Lead Independent Director under amendment of Article 16 of the
Articles of Incorporation
|
Issuer
|
|
For
|
None
|
11a Addition of a new Article 20a to the Articles of Incorporation to enable virtual General Meetings of Shareholders: Authorization of the Executive Board
|
Issuer
|
|
For
|
None
|
11b Addition of a new Article 20a to the Articles of Incorporation to enable virtual General Meetings of Shareholders: Participation of Supervisory Board members in virtual general meetings
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SARTORIUS STEDIM BIOTECH
|
3/27/23
|
DIM.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE COMPANY’S FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022 AND DISCHARGE TO ALL DIRECTORS
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF THE FINANCIAL RESULT FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF THE SPECIAL REPORT OF THE STATUTORY AUDITORS CONCERNING REGULATED AGREEMENTS AS REFERRED TO IN ARTICLES L.225-38 ET SEQ. OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
5 APPROVAL OF THE REMUNERATION POLICY AND DETERMINATION OF THE AMOUNT OF THE TOTAL ANNUAL REMUNERATION TO BE ALLOCATED TO THE BOARD OF DIRECTORS FOR THE 2023 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
6 APPROVAL OF THE INFORMATION MENTIONED IN ARTICLE L. 22-10-9 OF THE FRENCH COMMERCIAL CODE CONCERNING THE REMUNERATION DUE OR AWARDED TO THE CORPORATE OFFICERS FOR THE 2022 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
7 APPROVAL OF THE FIXED, VARIABLE AND EXTRAORDINARY COMPONENTS OF THE REMUNERATION AND THE BENEFITS OF ALL KINDS DUE OR AWARDED TO THE CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER FOR THE
2022 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
8 APPROVAL OF THE REMUNERATION POLICY OF THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER FOR THE 2023 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
9 APPROVAL OF THE FIXED, VARIABLE AND EXTRAORDINARY COMPONENTS OF THE REMUNERATION AND THE BENEFITS OF ALL KINDS DUE OR AWARDED TO THE DEPUTY CHIEF EXECUTIVE OFFICER FOR THE 2022 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
10 APPROVAL OF THE REMUNERATION POLICY OF THE DEPUTY CHIEF EXECUTIVE OFFICER FOR THE 2023 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
11 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO ENABLE THE COMPANY TO TRADE IN ITS OWN SHARES
|
Issuer
|
|
For
|
For
|
12 POWERS TO CARRY OUT THE FORMALITIES
|
Issuer
|
|
For
|
For
|
13 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO ISSUE SHARES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS OF THE SHAREHOLDERS, TO NAMED BENEFICIARIES
|
Issuer
|
|
For
|
For
|
14 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS TO REDUCE THE CAPITAL IN ACCORDANCE WITH ARTICLE L. 22-10-62 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
15 POWERS TO CARRY OUT THE FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SCHNEIDER ELECTRIC SE
|
5/4/23
|
SU.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF STATUTORY FINANCIAL STATEMENTS FOR THE 2022 FISCAL YEAR
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2022 FISCAL YEAR
|
Issuer
|
|
For
|
For
|
3 APPROPRIATION OF PROFIT FOR THE FISCAL YEAR AND SETTING THE DIVIDEND
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF REGULATED AGREEMENTS GOVERNED BY ARTICLE L. 225-38 ET SEQ. OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
5 APPROVAL OF THE INFORMATION ON THE DIRECTORS AND THE CORPORATE OFFICERS COMPENSATION PAID OR GRANTED FOR THE FISCAL YEAR ENDING DECEMBER 31, 2022 MENTIONED IN ARTICLE L. 22-10-9 OF THE FRENCH
COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
6 APPROVAL OF THE COMPONENTS OF THE TOTAL COMPENSATION AND BENEFITS OF ALL TYPES PAID DURING THE 2022 FISCAL YEAR OR AWARDED IN RESPECT OF THE SAID FISCAL YEAR TO MR. JEAN-PASCAL TRICOIRE
|
Issuer
|
|
For
|
For
|
7 APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN & CHIEF EXECUTIVE OFFICER, MR. JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM JANUARY 1 TO MAY 3, 2023
|
Issuer
|
|
For
|
For
|
8 APPROVAL OF THE COMPENSATION POLICY FOR THE CHIEF EXECUTIVE OFFICER, MR. PETER HERWECK, FOR THE PERIOD FROM MAY 4 TO DECEMBER 31, 2023
|
Issuer
|
|
For
|
For
|
9 APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN OF THE BOARD OF DIRECTORS, MR. JEAN-PASCAL TRICOIRE, FOR THE PERIOD FROM MAY 4 TO DECEMBER 31, 2023
|
Issuer
|
|
For
|
For
|
10 DETERMINATION OF THE TOTAL ANNUAL COMPENSATION OF THE DIRECTORS
|
Issuer
|
|
For
|
For
|
11 APPROVAL OF THE DIRECTORS COMPENSATION POLICY
|
Issuer
|
|
For
|
12 RENEWAL OF THE TERM OF OFFICE OF MR. LEO APOTHEKER
|
||
|
For
|
13 RENEWAL OF THE TERM OF OFFICE OF MR. GREGORY SPIERKEL
|
||
|
For
|
14 RENEWAL OF THE TERM OF OFFICE OF MR. LIP-BU TAN
|
||
|
For
|
15 APPOINTMENT OF MR. ABHAY PARASNIS AS A DIRECTOR
|
||
|
For
|
16 APPOINTMENT OF MRS. GIULIA CHIERCHIA AS A DIRECTOR
|
||
|
For
|
For
|
17 OPINION ON THE COMPANY CLIMATE STRATEGY
|
Issuer
|
|
For
|
For
|
18 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS TO BUY BACK COMPANY SHARES
|
Issuer
|
|
For
|
For
|
19 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL BY ISSUING ORDINARY SHARES OR SECURITIES GIVING ACCESS TO SHARE CAPITAL OF THE COMPANY WITH SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
20 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL BY ISSUING ORDINARY SHARES OR SECURITIES GIVING ACCESS TO SHARE CAPITAL OF THE COMPANY WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT THROUGH A PUBLIC OFFERING OTHER THAN THOSE REFERRED TO IN ARTICLE L. 411-2 1N OF THE FRENCH MONETARY AND FINANCIAL CODE
|
Issuer
|
|
For
|
For
|
21 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL BY ISSUING ORDINARY SHARES OR SECURITIES GIVING ACCESS TO SHARE CAPITAL OF THE COMPANY WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT THROUGH AN OFFERING IN ACCORDANCE WITH ARTICLE L. 411-2 1N OF THE FRENCH MONETARY AND FINANCIAL CODE
|
Issuer
|
|
For
|
For
|
22 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF SHARES TO BE ISSUED IN THE EVENT OF A CAPITAL INCREASE WITH OR WITHOUT SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
23 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL BY ISSUING ORDINARY SHARES OR SECURITIES GIVING ACCESS TO SHARE CAPITAL OF THE COMPANY WITHOUT SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHT IN CONSIDERATION FOR CONTRIBUTIONS IN KIND TO THE COMPANY
|
Issuer
|
|
For
|
For
|
24 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL BY CAPITALIZING ADDITIONAL PAID-IN CAPITAL, RESERVES, EARNINGS OR OTHER
|
Issuer
|
|
For
|
For
|
25 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO UNDERTAKE CAPITAL INCREASES RESERVED FOR PARTICIPANTS IN A COMPANY SAVINGS PLAN WITHOUT SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
26 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO UNDERTAKE CAPITAL INCREASES RESERVED FOR EMPLOYEES OF CERTAIN NON-FRENCH SUBSIDIARIES OF THE GROUP, DIRECTLY OR VIA ENTITIES ACTING TO
OFFER THOSE EMPLOYEES BENEFITS COMPARABLE TO THOSE OFFERED TO PARTICIPANTS IN A COMPANY SAVINGS PLAN WITHOUT SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
27 AUTHORIZATION TO THE BOARD OF DIRECTORS TO CANCEL SHARES OF THE COMPANY BOUGHT BACK BY THE COMPANY UNDER THE SHARE BUYBACK PROGRAMS
|
Issuer
|
|
For
|
For
|
28 POWERS FOR FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SHELL PLC
|
5/23/23
|
SHEL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 ANNUAL REPORT AND ACCOUNTS BE RECEIVED
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF DIRECTORS REMUNERATION POLICY
|
Issuer
|
|
For
|
For
|
3 APPROVAL OF DIRECTORS REMUNERATION REPORT
|
Issuer
|
|
For
|
4 APPOINTMENT OF WAEL SAWAN AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
5 APPOINTMENT OF CYRUS TARAPOREVALA AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
6 APPOINTMENT OF SIR CHARLES ROXBURGH AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
7 APPOINTMENT OF LEENA SRIVASTAVA AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
8 REAPPOINTMENT OF SINEAD GORMAN AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
9 REAPPOINTMENT OF DICK BOER AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
10 REAPPOINTMENT OF NEIL CARSON AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
11 REAPPOINTMENT OF ANN GODBEHERE AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
12 REAPPOINTMENT OF JANE HOLL LUTE AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
13 REAPPOINTMENT OF CATHERINE HUGHES AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
14 REAPPOINTMENT OF SIR ANDREW MACKENZIE AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
15 REAPPOINTMENT OF ABRAHAM BRAM SCOTT AS A DIRECTOR OF THE COMPANY
|
||
|
For
|
For
|
16 REAPPOINTMENT OF AUDITORS
|
Issuer
|
|
For
|
For
|
17 REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
18 AUTHORITY TO ALLOT SHARES
|
Issuer
|
|
For
|
For
|
19 DISAPPLICATION OF PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
20 AUTHORITY TO MAKE ON MARKET PURCHASES OF OWN SHARES
|
Issuer
|
|
For
|
For
|
21 AUTHORITY TO MAKE OFF MARKET PURCHASES OF OWN SHARES
|
Issuer
|
|
For
|
For
|
22 AUTHORITY TO MAKE CERTAIN DONATIONS INCUR EXPENDITURE
|
Issuer
|
|
For
|
For
|
23 ADOPTION OF NEW ARTICLES OF ASSOCIATION
|
Issuer
|
|
For
|
For
|
24 APPROVAL OF SHELLS SHARE PLAN RULES AND AUTHORITY TO ADOPT SCHEDULES TO THE PLAN
|
Issuer
|
|
For
|
For
|
25 APPROVE SHELLS ENERGY TRANSITION PROGRESS
|
Issuer
|
|
Against
|
For
|
26 SHAREHOLDER RESOLUTION
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SIEMENS AG
|
2/9/23
|
SIE.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 4.25 PER SHARE
|
Issuer
|
|
For
|
For
|
3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER ROLAND BUSCH FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER CEDRIK NEIKE FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER MATTHIAS REBELLIUS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER RALF THOMAS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER JUDITH WIESE FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JIM SNABE FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER BIRGIT STEINBORN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER WERNER BRANDT FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER TOBIAS BAEUMLER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MICHAEL DIEKMANN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANDREA FEHRMANN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER BETTINA HALLER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HARALD KERN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JUERGEN KERNER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER BENOIT POTIER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HAGEN REIMER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER NORBERT REITHOFER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER KASPER ROERSTED FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER NEMAT SHAFIK FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER NATHALIE VON SIEMENS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MICHAEL SIGMUND FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER DOROTHEA SIMON FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GRAZIA VITTADINI FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MATTHIAS ZACHERT FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GUNNAR ZUKUNFT FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
5 RATIFY ERNST & YOUNG GMBH AS AUDITORS FOR FISCAL YEAR 2022/23
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
7.1 ELECT WERNER BRANDT TO THE SUPERVISORY BOARD
|
||
|
For
|
7.2 ELECT REGINA DUGAN TO THE SUPERVISORY BOARD
|
||
|
For
|
7.3 ELECT KERYN LEE JAMES TO THE SUPERVISORY BOARD
|
||
|
For
|
7.4 ELECT MARTINA MERZ TO THE SUPERVISORY BOARD
|
||
|
For
|
7.5 ELECT BENOIT POTIER TO THE SUPERVISORY BOARD
|
||
|
For
|
7.6 ELECT NATHALIE VON SIEMENS TO THE SUPERVISORY BOARD
|
||
|
For
|
7.7 ELECT MATTHIAS ZACHERT TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
8 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
9 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
10 AMEND ARTICLES RE: REGISTRATION IN THE SHARE REGISTER
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SIEMENS ENERGY AG
|
2/7/23
|
D6T47E106
|
ENR.GR
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND OMISSION OF DIVIDENDS
|
Issuer
|
|
For
|
For
|
3.1 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER CHRISTIAN BRUCH FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.2 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER MARIA FERRARO FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.3 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER KARIM AMIN (FROM MARCH 1, 2022) FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.4 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER JOCHEN EICKHOLT (UNTIL FEB. 28, 2022) FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
3.5 APPROVE DISCHARGE OF MANAGEMENT BOARD MEMBER TIM HOLT FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.1 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JOE KAESER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.2 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ROBERT KENSBOCK FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.3 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HUBERT LIENHARD FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.4 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GUENTER AUGUSTAT FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.5 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MANFRED BAEREIS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.6 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MANUEL BLOEMERS (FROM SEP. 1, 2022) FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.7 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER CHRISTINE BORTENLAENGER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.8 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANDREA FEHRMANN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.9 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER ANDREAS FELDMUELLER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.10 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER NADINE FLORIAN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.11 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER SIGMAR GABRIEL FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.12 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RUEDIGER GROSS (UNTIL AUG. 31, 2022) FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.13 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HORST HAKELBERG FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.14 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER JUERGEN KERNER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.15 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HILDEGARD MUELLER FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.16 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER LAURENCE MULLIEZ FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.17 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER THOMAS PFANN (FROM SEP. 1, 2022) FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.18 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER MATTHIAS REBELLIUS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.19 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER HAGEN REIMER (UNTIL AUG. 31, 2022) FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.20 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RALF THOMAS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.21 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER GEISHA WILLIAMS FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
4.22 APPROVE DISCHARGE OF SUPERVISORY BOARD MEMBER RANDY ZWIRN FOR FISCAL YEAR 2021/22
|
Issuer
|
|
For
|
For
|
5 RATIFY ERNST & YOUNG GMBH AS AUDITORS FOR FISCAL YEAR 2022/23
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
7 AMEND ARTICLES RE: SUPERVISORY BOARD COMMITTEES
|
Issuer
|
|
For
|
For
|
8 AMEND ARTICLES RE: PARTICIPATION OF SUPERVISORY BOARD MEMBERS IN THE ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION
|
Issuer
|
|
For
|
For
|
9 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS UNTIL 2025
|
Issuer
|
|
For
|
For
|
10 APPROVE CREATION OF EUR 363.3 MILLION POOL OF AUTHORIZED CAPITAL WITH OR WITHOUT EXCLUSION OF PREEMPTIVE RIGHTS
|
Issuer
|
|
For
|
For
|
11 APPROVE ISSUANCE OF WARRANTS/BONDS WITH WARRANTS ATTACHED/CONVERTIBLE BONDS WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 4 BILLION; APPROVE CREATION OF EUR 72.7 MILLION POOL
OF CAPITAL TO GUARANTEE CONVERSION RIGHTS
|
Issuer
|
|
For
|
For
|
12 AUTHORIZE SHARE REPURCHASE PROGRAM AND REISSUANCE OR CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SMITH & NEPHEW PLC
|
4/26/23
|
SNN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
O1 To receive the audited accounts for the financial year ended 31 December 2022.
|
Issuer
|
|
For
|
For
|
O2 To approve the Directors’ Remuneration Policy.
|
Issuer
|
|
For
|
For
|
O3 To approve the Directors’ Remuneration Report.
|
Issuer
|
|
For
|
For
|
O4 To declare a final dividend.
|
Issuer
|
|
For
|
O5 ELECTION OF DIRECTOR: Rupert Soames OBE
|
||
|
For
|
O6 ELECTION OF DIRECTOR: Erik Engstrom
|
||
|
For
|
O7 ELECTION OF DIRECTOR: Jo Hallas
|
||
|
For
|
O8 ELECTION OF DIRECTOR: John Ma
|
||
|
For
|
O9 ELECTION OF DIRECTOR: Katarzyna Mazur-Hofsaess
|
||
|
For
|
O10 ELECTION OF DIRECTOR: Rick Medlock
|
||
|
For
|
O11 ELECTION OF DIRECTOR: Deepak Nath
|
||
|
For
|
O12 ELECTION OF DIRECTOR: Anne-Françoise Nesmes
|
||
|
For
|
O13 ELECTION OF DIRECTOR: Marc Owen
|
||
|
For
|
O14 ELECTION OF DIRECTOR: Roberto Quarta
|
||
|
For
|
O15 ELECTION OF DIRECTOR: Angie Risley
|
||
|
For
|
O16 ELECTION OF DIRECTOR: Bob White
|
||
|
For
|
For
|
O17 To re-appoint KPMG LLP as the Auditor.
|
Issuer
|
|
For
|
For
|
O18 To authorise the Directors to determine the remuneration of the Auditor.
|
Issuer
|
|
For
|
For
|
O19 To renew the authorisation of the Directors to allot shares.
|
Issuer
|
|
For
|
For
|
S20 Directors given power to allot equity securities in the Company for cash through the sale of treasury shares.
|
Issuer
|
|
For
|
For
|
S21 Directors given power to allot equity securities in the Company for cash through the sale of ordinary shares held by the Company as treasury shares.
|
Issuer
|
|
For
|
For
|
S22 That the Company be generally and unconditionally authorised to make market purchases of the Company’s own shares.
|
Issuer
|
|
For
|
For
|
S23 To authorise general meetings to be held on 14 clear days’ notice.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STMICROELECTRONICS NV
|
5/24/23
|
STM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
3 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
4 ADOPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
5 APPROVE DIVIDENDS
|
Issuer
|
|
For
|
For
|
6 APPROVE DISCHARGE OF MANAGEMENT BOARD
|
Issuer
|
|
For
|
For
|
7 APPROVE DISCHARGE OF SUPERVISORY BOARD
|
Issuer
|
|
For
|
For
|
8 APPROVE GRANT OF UNVESTED STOCK AWARDS TO JEAN-MARC CHERY AS PRESIDENT AND CEO
|
Issuer
|
|
For
|
9 REELECT YANN DELABRIERE TO SUPERVISORY BOARD
|
||
|
For
|
10 REELECT ANA DE PRO GONZALO TO SUPERVISORY BOARD
|
||
|
For
|
11 REELECT FREDERIC SANCHEZ TO SUPERVISORY BOARD
|
||
|
For
|
12 REELECT MAURIZIO TAMAGNINI TO SUPERVISORY BOARD
|
||
|
For
|
13 ELECT HELENE VLETTER-VAN DORT TO SUPERVISORY BOARD
|
||
|
For
|
14 ELECT PAOLO VISCA TO SUPERVISORY BOARD
|
||
|
For
|
For
|
15 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF ISSUED SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
16 GRANT BOARD AUTHORITY TO ISSUE SHARES UP TO 10 PERCENT OF ISSUED CAPITAL AND EXCLUDE PRE-EMPTIVE RIGHTS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SYMRISE AG
|
5/10/23
|
SYL.GR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.05 PER SHARE
|
Issuer
|
|
For
|
For
|
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL YEAR 2022
|
Issuer
|
|
For
|
For
|
5 RATIFY ERNST YOUNG GMBH AS AUDITORS FOR FISCAL YEAR 2023 AND FOR THE REVIEW OF INTERIM FINANCIAL STATEMENTS FOR THE FIRST HALF OF FISCAL YEAR 2023
|
Issuer
|
|
For
|
For
|
6 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
7 ELECT JAN ZIJDERVELD TO THE SUPERVISORY BOARD
|
||
|
For
|
For
|
8 APPROVE REMUNERATION POLICY FOR THE SUPERVISORY BOARD
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TAIWAN SEMICONDUCTOR MFG. CO. LTD.
|
6/6/23
|
TSM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To accept 2022 Business Report and Financial Statements
|
Issuer
|
|
For
|
For
|
2. To approve the issuance of employee restricted stock awards for year 2023
|
Issuer
|
|
For
|
For
|
3. To revise the Procedures for Endorsement and Guarantee
|
Issuer
|
|
For
|
For
|
4. In order to reflect the Audit Committee name change to the Audit and Risk Committee, to revise the name of Audit Committee in the following TSMC policies: i. Procedures for Acquisition or
Disposal of Assets ii. Procedures for Financial Derivatives Transactions iii. Procedures for Lending Funds to Other Parties iv. Procedures for Endorsement and Guarantee
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THALES SA
|
5/10/23
|
HO.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2022 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE COMPANY’S FINANCIAL STATEMENTS FOR THE 2022 FINANCIAL YEAR
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF THE PARENT COMPANY’S EARNINGS AND CALCULATION OF THE DIVIDEND AT EUROS 2,94 PER SHARE FOR 2022
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF THE 2022 COMPENSATION SCHEME PAID OR GRANTED TO MR PATRICE CAINE, CHAIRMAN AND CHIEF EXECUTIVE OFFICER AND THE SOLE COMPANY REPRESENTATIVE
|
Issuer
|
|
For
|
For
|
5 APPROVAL OF INFORMATION RELATING TO THE 2022 COMPENSATION OF COMPANY REPRESENTATIVES
|
Issuer
|
|
For
|
For
|
6 APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
7 APPROVAL OF THE COMPENSATION POLICY FOR THE DIRECTORS
|
Issuer
|
|
For
|
For
|
8 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS TO ALLOW THE COMPANY TO TRADE IN ITS OWN SHARES, WITH A MAXIMUM PURCHASE PRICE OF EUROS 190 PER SHARE
|
Issuer
|
|
For
|
For
|
9 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS FOR A PERIOD OF 38 MONTHS FOR THE PURPOSE OF THE FREE ALLOCATION OF EXISTING SHARES, WITHIN THE LIMIT OF 0,96% OF THE SHARE CAPITAL, TO EMPLOYEES
OF THE THALES GROUP
|
Issuer
|
|
For
|
For
|
10 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS FOR A PERIOD OF 38 MONTHS FOR THE PURPOSE OF THE FREE ALLOCATION OF EXISTING SHARES, WITHIN THE LIMIT OF 0,04% OF THE SHARE CAPITAL, TO THE
CHAIRMAN AND CHIEF EXECUTIVE OFFICER, THE SOLE COMPANY REPRESENTATIVE
|
Issuer
|
|
For
|
For
|
11 AUTHORISATION GRANTED TO THE BOARD OF DIRECTORS TO CANCEL SHARES ACQUIRED AS PART OF SHARE BUY-BACK PROGRAMME
|
Issuer
|
|
For
|
For
|
12 POWERS TO CARRY OUT FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TOMRA SYSTEMS ASA
|
4/27/23
|
TOM.NO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
2 ELECTION OF THE CHAIRPERSON OF THE MEETING
|
Issuer
|
|
For
|
For
|
3 ELECTION OF ONE PERSON TO SIGN THE MINUTES OF THE GENERAL MEETING TOGETHER WITH THE CHAIRPERSON OF THE MEETING
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF THE NOTICE OF THE MEETING AND THE AGENDA
|
Issuer
|
|
For
|
For
|
6 APPROVAL OF THE ANNUAL ACCOUNTS AND THE ANNUAL REPORT FOR 2022 FOR THE COMPANY AND THE GROUP
|
Issuer
|
|
For
|
For
|
7 APPROVAL OF GUIDELINES FOR REMUNERATION OF SENIOR EXECUTIVES
|
Issuer
|
|
For
|
For
|
8 CONSIDERATION OF REPORT ON REMUNERATION OF SENIOR EXECUTIVES
|
Issuer
|
|
For
|
For
|
10 DETERMINATION OF REMUNERATION FOR THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
11 DETERMINATION OF REMUNERATION FOR THE NOMINATION COMMITTEE
|
Issuer
|
|
For
|
For
|
12 ELECTION OF THE SHAREHOLDER ELECTED MEMBERS OF THE BOARD OF DIRECTORS
|
Issuer
|
|
For
|
For
|
13 ELECTION OF MEMBERS OF THE NOMINATION COMMITTEE
|
Issuer
|
|
For
|
For
|
14 APPROVAL OF REMUNERATION FOR THE AUDITOR
|
Issuer
|
|
For
|
For
|
15 POWER OF ATTORNEY REGARDING ACQUISITION AND DISPOSAL OF TREASURY SHARES
|
Issuer
|
|
For
|
For
|
16 POWER OF ATTORNEY REGARDING PRIVATE PLACEMENTS OF NEWLY ISSUED SHARES IN CONNECTION WITH MERGERS AND ACQUISITIONS
|
Issuer
|
|
For
|
For
|
17 AMENDMENT TO THE ARTICLES OF ASSOCIATION RECORD DATE
|
Issuer
|
|
For
|
For
|
18 APPROVAL OF NEW NOMINATION COMMITTEE CHARTER
|
Issuer
|
|
For
|
For
|
19 APPROVAL OF AGREEMENT WITH THE EMPLOYEES ON BOARD REPRESENTATION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNILEVER PLC
|
5/3/23
|
UL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE THE REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 TO APPROVE THE DIRECTORS’ REMUNERATION REPORT
|
Issuer
|
|
For
|
3 TO RE-ELECT NILS ANDERSEN AS A DIRECTOR
|
||
|
For
|
4 TO RE-ELECT JUDITH HARTMANN AS A DIRECTOR
|
||
|
For
|
5 TO RE-ELECT ADRIAN HENNAH AS A DIRECTOR
|
||
|
For
|
6 TO RE-ELECT ALAN JOPE AS A DIRECTOR
|
||
|
For
|
7 TO RE-ELECT ANDREA JUNG AS A DIRECTOR
|
||
|
For
|
8 TO RE-ELECT SUSAN KILSBY AS A DIRECTOR
|
||
|
For
|
9 TO RE-ELECT RUBY LU AS A DIRECTOR
|
||
|
For
|
10 TO RE-ELECT STRIVE MASIYIWA AS A DIRECTOR
|
||
|
For
|
11 TO RE-ELECT YOUNGME MOON AS A DIRECTOR
|
||
|
For
|
12 TO RE-ELECT GRAEME PITKETHLY AS A DIRECTOR
|
||
|
For
|
13 TO RE-ELECT FEIKE SIJBESMA AS A DIRECTOR
|
||
|
For
|
14 TO ELECT NELSON PELTZ AS A DIRECTOR
|
||
|
For
|
15 TO ELECT HEIN SCHUMACHER AS A DIRECTOR
|
||
|
For
|
For
|
16 TO REAPPOINT KPMG LLP AS AUDITOR OF THE COMPANY
|
Issuer
|
|
For
|
For
|
17 TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITOR
|
Issuer
|
|
For
|
For
|
18 TO AUTHORISE POLITICAL DONATIONS AND EXPENDITURE
|
Issuer
|
|
For
|
For
|
19 TO RENEW THE AUTHORITY TO DIRECTORS TO ISSUE SHARES
|
Issuer
|
|
For
|
For
|
20 TO RENEW THE AUTHORITY TO DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
21 TO RENEW THE AUTHORITY TO DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS FOR THE PURPOSES OF ACQUISITIONS OR CAPITAL INVESTMENTS
|
Issuer
|
|
For
|
For
|
22 TO RENEW THE AUTHORITY TO THE COMPANY TO PURCHASE ITS OWN SHARES
|
Issuer
|
|
For
|
For
|
23 TO SHORTEN THE NOTICE PERIOD FOR GENERAL MEETINGS TO 14 CLEAR DAYS’ NOTICE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VINCI SA
|
4/13/23
|
DG.FP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
O.1 APPROVE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
O.2 APPROVE FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
O.3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 4 PER SHARE
|
Issuer
|
|
For
|
O.4 REELECT CAROLINE GREGOIRE SAINTE MARIE AS DIRECTOR
|
||
|
For
|
O.5 ELECT CARLOS AGUILAR AS DIRECTOR
|
||
|
For
|
O.6 ELECT ANNETTE MESSEMER AS DIRECTOR
|
||
|
For
|
O.7 ELECT DOMINIQUE MULLER AS REPRESENTATIVE OF EMPLOYEE SHAREHOLDERS TO THE BOARD
|
||
|
For
|
O.8 ELECT AGNES DANEY DE MARCILLAC AS REPRESENTATIVE OF EMPLOYEE SHAREHOLDERS TO THE BOARD
|
||
|
For
|
O.9 ELECT RONALD KOUWENHOVEN AS REPRESENTATIVE OF EMPLOYEE SHAREHOLDERS TO THE BOARD
|
||
|
For
|
For
|
O.10 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF ISSUED SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
O.11 APPROVE REMUNERATION POLICY OF DIRECTORS
|
Issuer
|
|
For
|
For
|
O.12 APPROVE REMUNERATION POLICY OF XAVIER HUILLARD, CHAIRMAN AND CEO
|
Issuer
|
|
For
|
For
|
O.13 APPROVE COMPENSATION REPORT
|
Issuer
|
|
For
|
For
|
O.14 APPROVE COMPENSATION OF XAVIER HUILLARD, CHAIRMAN AND CEO
|
Issuer
|
|
For
|
For
|
O.15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
E.16 AUTHORIZE CAPITALIZATION OF RESERVES FOR BONUS ISSUE OR INCREASE IN PAR VALUE
|
Issuer
|
|
For
|
For
|
E.17 AUTHORIZE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 300 MILLION
|
Issuer
|
|
For
|
For
|
E.18 AUTHORIZE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 150 MILLION
|
Issuer
|
|
For
|
For
|
E.19 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES FOR PRIVATE PLACEMENTS, UP TO AGGREGATE NOMINAL AMOUNT OF EUR 150 MILLION
|
Issuer
|
|
For
|
For
|
E.20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE EVENT OF ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER VOTE UNDER ITEMS 17-19
|
Issuer
|
|
For
|
For
|
E.21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS IN KIND
|
Issuer
|
|
For
|
For
|
E.22 AUTHORIZE CAPITAL ISSUANCES FOR USE IN EMPLOYEE STOCK PURCHASE PLANS
|
Issuer
|
|
For
|
For
|
E.23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN EMPLOYEE STOCK PURCHASE PLANS RESERVED FOR EMPLOYEES OF INTERNATIONAL SUBSIDIARIES
|
Issuer
|
|
For
|
For
|
E.24 AUTHORIZE UP TO 1 PERCENT OF ISSUED CAPITAL FOR USE IN RESTRICTED STOCK PLANS RESERVED FOR EMPLOYEES WITH PERFORMANCE CONDITIONS ATTACHED
|
Issuer
|
|
For
|
For
|
E.25 AUTHORIZE FILING OF REQUIRED DOCUMENTS/OTHER FORMALITIES
|
Issuer
|
|
Name Of Fund:
|
Buffalo Large Cap Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ACCENTURE PLC
|
2/1/23
|
ACN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Appointment of Director: Jaime Ardila
|
||
|
For
|
1b. Appointment of Director: Nancy McKinstry
|
||
|
For
|
1c. Appointment of Director: Beth E. Mooney
|
||
|
For
|
1d. Appointment of Director: Gilles C. Pélisson
|
||
|
For
|
1e. Appointment of Director: Paula A. Price
|
||
|
For
|
1f. Appointment of Director: Venkata (Murthy) Renduchintala
|
||
|
For
|
1g. Appointment of Director: Arun Sarin
|
||
|
For
|
1h. Appointment of Director: Julie Sweet
|
||
|
For
|
1i. Appointment of Director: Tracey T. Travis
|
||
|
For
|
For
|
2. To approve, in a non-binding vote, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, in a non-binding vote, the frequency of future non-binding votes to approve the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify, in a non-binding vote, the appointment of KPMG LLP (“KPMG”) as independent auditor of Accenture and to authorize, in a binding vote, the Audit Committee of the Board of Directors to
determine KPMG’s remuneration.
|
Issuer
|
|
For
|
For
|
5. To grant the Board of Directors the authority to issue shares under Irish law.
|
Issuer
|
|
For
|
For
|
6. To grant the Board of Directors the authority to opt-out of pre-emption rights under Irish law.
|
Issuer
|
|
For
|
For
|
7. To determine the price range at which Accenture can re-allot shares that it acquires as treasury shares under Irish law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADOBE INC.
|
4/20/23
|
ADBE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term: Amy Banse
|
||
|
For
|
1b. Election of Director to serve for a one-year term: Brett Biggs
|
||
|
For
|
1c. Election of Director to serve for a one-year term: Melanie Boulden
|
||
|
For
|
1d. Election of Director to serve for a one-year term: Frank Calderoni
|
||
|
For
|
1e. Election of Director to serve for a one-year term: Laura Desmond
|
||
|
For
|
1f. Election of Director to serve for a one-year term: Shantanu Narayen
|
||
|
For
|
1g. Election of Director to serve for a one-year term: Spencer Neumann
|
||
|
For
|
1h. Election of Director to serve for a one-year term: Kathleen Oberg
|
||
|
For
|
1i. Election of Director to serve for a one-year term: Dheeraj Pandey
|
||
|
For
|
1j. Election of Director to serve for a one-year term: David Ricks
|
||
|
For
|
1k. Election of Director to serve for a one-year term: Daniel Rosensweig
|
||
|
For
|
1l. Election of Director to serve for a one-year term: John Warnock
|
||
|
For
|
For
|
2. Approve the 2019 Equity Incentive Plan, as amended, to increase the available share reserve by 12,000,000 shares.
|
Issuer
|
|
Against
|
For
|
3. Ratify the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending on December 1, 2023.
|
Issuer
|
|
For
|
For
|
4. Approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Approve, on an advisory basis, the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
Against
|
Against
|
6. Stockholder Proposal - Report on Hiring of Persons with Arrest or Incarceration Records.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADVANCED MICRO DEVICES, INC.
|
5/18/23
|
AMD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Nora M. Denzel
|
||
|
For
|
1b. Election of Director: Mark Durcan
|
||
|
For
|
1c. Election of Director: Michael P. Gregoire
|
||
|
For
|
1d. Election of Director: Joseph A. Householder
|
||
|
For
|
1e. Election of Director: John W. Marren
|
||
|
For
|
1f. Election of Director: Jon A. Olson
|
||
|
For
|
1g. Election of Director: Lisa T. Su
|
||
|
For
|
1h. Election of Director: Abhi Y. Talwalkar
|
||
|
For
|
1i. Election of Director: Elizabeth W. Vanderslice
|
||
|
For
|
For
|
2. Approve of the Advanced Micro Devices, Inc. 2023 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
3. Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the current fiscal year.
|
Issuer
|
|
For
|
For
|
4. Advisory vote to approve the executive compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ALPHABET INC.
|
6/2/23
|
GOOGL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Larry Page
|
||
|
For
|
1b. Election of Director: Sergey Brin
|
||
|
For
|
1c. Election of Director: Sundar Pichai
|
||
|
For
|
1d. Election of Director: John L. Hennessy
|
||
|
For
|
1e. Election of Director: Frances H. Arnold
|
||
|
For
|
1f. Election of Director: R. Martin “Marty” Chávez
|
||
|
For
|
1g. Election of Director: L. John Doerr
|
||
|
For
|
1h. Election of Director: Roger W. Ferguson Jr.
|
||
|
For
|
1i. Election of Director: Ann Mather
|
||
|
For
|
1j. Election of Director: K. Ram Shriram
|
||
|
For
|
1k. Election of Director: Robin L. Washington
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as Alphabet’s independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
For
|
For
|
3. Approval of amendment and restatement of Alphabet’s Amended and Restated 2021 Stock Plan to increase the share reserve by 170,000,000 (post stock split) shares of Class C capital stock
|
Issuer
|
|
For
|
For
|
4. Advisory vote to approve compensation awarded to named executive officers
|
Issuer
|
|
3 Years
|
3 Years
|
5. Advisory vote on the frequency of advisory votes to approve compensation awarded to named executive officers
|
Issuer
|
|
Against
|
Against
|
6. Stockholder proposal regarding a lobbying report
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder proposal regarding a congruency report
|
Security Holder
|
|
Against
|
Against
|
8. Stockholder proposal regarding a climate lobbying report
|
Security Holder
|
|
Against
|
Against
|
9. Stockholder proposal regarding a report on reproductive rights and data privacy
|
Security Holder
|
|
Against
|
Against
|
10. Stockholder proposal regarding a human rights assessment of data center siting
|
Security Holder
|
|
Against
|
Against
|
11. Stockholder proposal regarding a human rights assessment of targeted ad policies and practices
|
Security Holder
|
|
Against
|
Against
|
12. Stockholder proposal regarding algorithm disclosures
|
Security Holder
|
|
Against
|
Against
|
13. Stockholder proposal regarding a report on alignment of YouTube policies with legislation
|
Security Holder
|
|
Against
|
Against
|
14. Stockholder proposal regarding a content governance report
|
Security Holder
|
|
Against
|
Against
|
15. Stockholder proposal regarding a performance review of the Audit and Compliance Committee
|
Security Holder
|
|
Against
|
Against
|
16. Stockholder proposal regarding bylaws amendment
|
Security Holder
|
|
Against
|
Against
|
17. Stockholder proposal regarding “executives to retain significant stock”
|
Security Holder
|
|
Against
|
Against
|
18. Stockholder proposal regarding equal shareholder voting
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMAZON.COM, INC.
|
5/24/23
|
AMZN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Jeffrey P. Bezos
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Andrew R. Jassy
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Keith B. Alexander
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Edith W. Cooper
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Jamie S. Gorelick
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Daniel P. Huttenlocher
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Judith A. McGrath
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Indra K. Nooyi
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Jonathan J. Rubinstein
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Patricia Q. Stonesifer
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Wendell P. Weeks
|
||
|
For
|
For
|
2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
|
Issuer
|
|
For
|
For
|
3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION
|
Issuer
|
|
1 Year
|
1 Year
|
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION
|
Issuer
|
|
For
|
For
|
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE PLAN, AS AMENDED AND RESTATED, FOR PURPOSES OF FRENCH TAX LAW
|
Issuer
|
|
Against
|
Against
|
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON RETIREMENT PLAN OPTIONS
|
Security Holder
|
|
Against
|
Against
|
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER DUE DILIGENCE
|
Security Holder
|
|
Against
|
Against
|
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
|
Security Holder
|
|
Against
|
Against
|
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CONTENT REMOVAL REQUESTS
|
Security Holder
|
|
Against
|
Against
|
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON STAKEHOLDER IMPACTS
|
Security Holder
|
|
Against
|
Against
|
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE TAX REPORTING
|
Security Holder
|
|
Against
|
Against
|
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON CLIMATE LOBBYING
|
Security Holder
|
|
Against
|
Against
|
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON GENDER/RACIAL PAY
|
Security Holder
|
|
Against
|
Against
|
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY, AND INCLUSION PROGRAMS
|
Security Holder
|
|
Against
|
Against
|
15. SHAREHOLDER PROPOSAL REQUESTING AN AMENDMENT TO OUR BYLAWS TO REQUIRE SHAREHOLDER APPROVAL FOR CERTAIN FUTURE AMENDMENTS
|
Security Holder
|
|
Against
|
Against
|
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON FREEDOM OF ASSOCIATION
|
Security Holder
|
|
Against
|
Against
|
17. SHAREHOLDER PROPOSAL REQUESTING A NEW POLICY REGARDING OUR EXECUTIVE COMPENSATION PROCESS
|
Security Holder
|
|
Against
|
Against
|
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL REPORTING ON ANIMAL WELFARE STANDARDS
|
Security Holder
|
|
Against
|
Against
|
19. SHAREHOLDER PROPOSAL REQUESTING AN ADDITIONAL BOARD COMMITTEE
|
Security Holder
|
|
Against
|
Against
|
20. SHAREHOLDER PROPOSAL REQUESTING AN ALTERNATIVE DIRECTOR CANDIDATE POLICY
|
Security Holder
|
|
Against
|
Against
|
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON WAREHOUSE WORKING CONDITIONS
|
Security Holder
|
|
Against
|
Against
|
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON PACKAGING MATERIALS
|
Security Holder
|
|
Against
|
Against
|
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CUSTOMER USE OF CERTAIN TECHNOLOGIES
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ANSYS, INC.
|
5/12/23
|
ANSS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class III Director for Three-Year Terms: Robert M. Calderoni
|
||
|
For
|
1b. Election of Class III Director for Three-Year Terms: Glenda M. Dorchak
|
||
|
For
|
1c. Election of Class III Director for Three-Year Terms: Ajei S. Gopal
|
||
|
For
|
For
|
2. Ratification of the Selection of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory Approval of the Compensation of Our Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Approval of the Frequency of the Advisory Approval of the Compensation of Our Named Executive Officers.
|
Issuer
|
|
For
|
For
|
5. Approval of the Amendment of Article VI of the Charter to Declassify the Board.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AON PLC
|
6/16/23
|
AON
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Lester B. Knight
|
||
|
For
|
1b. Election of Director: Gregory C. Case
|
||
|
For
|
1c. Election of Director: Jin-Yong Cai
|
||
|
For
|
1d. Election of Director: Jeffrey C. Campbell
|
||
|
For
|
1e. Election of Director: Fulvio Conti
|
||
|
For
|
1f. Election of Director: Cheryl A. Francis
|
||
|
For
|
1g. Election of Director: Adriana Karaboutis
|
||
|
For
|
1h. Election of Director: Richard C. Notebaert
|
||
|
For
|
1i. Election of Director: Gloria Santona
|
||
|
For
|
1j. Election of Director: Sarah E. Smith
|
||
|
For
|
1k. Election of Director: Byron O. Spruell
|
||
|
For
|
1l. Election of Director: Carolyn Y. Woo
|
||
|
For
|
For
|
2. Advisory vote to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of holding an advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. Re-appoint Ernst & Young Chartered Accountants as the Company’s statutory auditor under Irish Law.
|
Issuer
|
|
For
|
For
|
6. Authorize the Board or the Audit Committee of the Board to determine the remuneration of Ernst & Young Ireland, in its capacity as the Company’s statutory auditor under Irish law.
|
Issuer
|
|
For
|
For
|
7. Approve the Aon plc 2011 Incentive Plan, as amended and restated.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APPLE INC.
|
3/10/23
|
AAPL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a Election of Director: James Bell
|
||
|
For
|
1b Election of Director: Tim Cook
|
||
|
For
|
1c Election of Director: Al Gore
|
||
|
For
|
1d Election of Director: Alex Gorsky
|
||
|
For
|
1e Election of Director: Andrea Jung
|
||
|
For
|
1f Election of Director: Art Levinson
|
||
|
For
|
1g Election of Director: Monica Lozano
|
||
|
For
|
1h Election of Director: Ron Sugar
|
||
|
For
|
1i Election of Director: Sue Wagner
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as Apple’s independent registered public accounting firm for fiscal 2023
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of advisory votes on executive compensation
|
Issuer
|
|
Against
|
Against
|
5. A shareholder proposal entitled “Civil Rights and Non-Discrimination Audit Proposal”
|
Security Holder
|
|
Against
|
Against
|
6. A shareholder proposal entitled “Communist China Audit”
|
Security Holder
|
|
Against
|
Against
|
7. A shareholder proposal on Board policy for communication with shareholder proponents
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal entitled “Racial and Gender Pay Gaps”
|
Security Holder
|
|
Against
|
Against
|
9. A shareholder proposal entitled “Shareholder Proxy Access Amendments”
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
APPLIED MATERIALS, INC.
|
3/9/23
|
AMAT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Rani Borkar
|
||
|
For
|
1b. Election of Director: Judy Bruner
|
||
|
For
|
1c. Election of Director: Xun (Eric) Chen
|
||
|
For
|
1d. Election of Director: Aart J. de Geus
|
||
|
For
|
1e. Election of Director: Gary E. Dickerson
|
||
|
For
|
1f. Election of Director: Thomas J. Iannotti
|
||
|
For
|
1g. Election of Director: Alexander A. Karsner
|
||
|
For
|
1h. Election of Director: Kevin P. March
|
||
|
For
|
1i. Election of Director: Yvonne McGill
|
||
|
For
|
1j. Election of Director: Scott A. McGregor
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of Applied Materials’ named executive officers for fiscal year 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of holding an advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of KPMG LLP as Applied Materials’ independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal to amend the appropriate company governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholder meeting.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal to improve the executive compensation program and policy to include the CEO pay ratio factor.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ARISTA NETWORKS, INC.
|
6/14/23
|
ANET
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LEWIS CHEW
|
||
|
For
|
DOUGLAS MERRITT
|
||
|
For
|
MARK B. TEMPLETON
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of the named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ARTHUR J. GALLAGHER & CO.
|
5/9/23
|
AJG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sherry S. Barrat
|
||
|
For
|
1b. Election of Director: William L. Bax
|
||
|
For
|
1c. Election of Director: Teresa H. Clarke
|
||
|
For
|
1d. Election of Director: D. John Coldman
|
||
|
For
|
1e. Election of Director: J. Patrick Gallagher, Jr.
|
||
|
For
|
1f. Election of Director: David S. Johnson
|
||
|
For
|
1g. Election of Director: Christopher C. Miskel
|
||
|
For
|
1h. Election of Director: Ralph J. Nicoletti
|
||
|
For
|
1i. Election of Director: Norman L. Rosenthal
|
||
|
Against
|
For
|
2. Ratification of the Appointment of Ernst & Young LLP as our Independent Auditor for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. Approval, on an Advisory Basis, of the Compensation of our Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Vote, on an Advisory Basis, on the Frequency of Future Votes to Approve the Compensation of Named Executive Officers.
|
Issuer
|
|
For
|
For
|
5. Approval of Amendment to the Company’s Amended and Restated Certificate of Incorporation to Limit the Liability of Certain Officers as Permitted by Law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASML HOLDINGS N.V.
|
4/26/23
|
ASML
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
3a Advisory vote on the remuneration report for the Board of Management and the Supervisory Board for the financial year 2022
|
Issuer
|
|
For
|
For
|
3b Proposal to adopt the financial statements of the Company for the financial year 2022, as prepared in accordance with Dutch law
|
Issuer
|
|
For
|
For
|
3d Proposal to adopt a dividend in respect of the financial year 2022
|
Issuer
|
|
For
|
For
|
4a Proposal to discharge the members of the Board of Management from liability for their responsibilities in the financial year 2022
|
Issuer
|
|
For
|
For
|
4b Proposal to discharge the members of the Supervisory Board from liability for their responsibilities in the financial year 2022
|
Issuer
|
|
For
|
For
|
5 Proposal to approve the number of shares for the Board of Management
|
Issuer
|
|
For
|
For
|
6a Proposal to amend the Remuneration Policy for the Supervisory Board
|
Issuer
|
|
For
|
For
|
6b Proposal to amend the remuneration of the members of the Supervisory Board
|
Issuer
|
|
For
|
8a Proposal to appoint Mr. N.S. Andersen as a member of the Supervisory Board
|
||
|
For
|
8b Proposal to appoint Mr. J.P. de Kreij as a member of the Supervisory Board
|
||
|
For
|
For
|
9 Proposal to appoint PricewaterhouseCoopers Accountants N.V. as external auditor for the reporting year 2025, in light of the mandatory external auditor rotation
|
Issuer
|
|
For
|
For
|
10a Authorization to issue ordinary shares or grant rights to subscribe for ordinary shares up to 5% for general purposes and up to 5% in connection with or on the occasion of mergers,
acquisitions and/or (strategic) alliances
|
Issuer
|
|
For
|
For
|
10b Authorization of the Board of Management to restrict or exclude pre-emption rights in connection with the authorizations referred to in item 10 a)
|
Issuer
|
|
For
|
For
|
11 Proposal to authorize the Board of Management to repurchase ordinary shares up to 10% of the issued share capital
|
Issuer
|
|
For
|
For
|
12 Proposal to cancel ordinary shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASTRAZENECA PLC
|
4/27/23
|
AZN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO RECEIVE THE COMPANY’S ACCOUNTS THE REPORTS OF THE DIRECTORS AND AUDITOR AND THE STRATEGIC REPORT FOR THE YEAR ENDED31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 TO CONFIRM DIVIDENDS
|
Issuer
|
|
For
|
For
|
3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS AUDITOR
|
Issuer
|
|
For
|
For
|
4 TO AUTHORISE THE DIRECTORS TO AGREE THE REMUNERATION
|
Issuer
|
|
For
|
5A TO ELECT OR RE-ELECT MICHEL DEMARE
|
||
|
For
|
5B TO ELECT OR RE-ELECT PASCAL SORIOT
|
||
|
For
|
5C TO ELECT OR RE-ELECT ARADHANA SARIN
|
||
|
For
|
5D TO ELECT OR RE-ELECT PHILIP BROADLEY
|
||
|
For
|
5E TO ELECT OR RE-ELECT EUAN ASHLEY
|
||
|
For
|
5F TO ELECT OR RE-ELECT DEBORAH DISANZO
|
||
|
For
|
5G TO ELECT OR RE-ELECT DIANA LAYFIELD
|
||
|
For
|
5H TO ELECT OR RE-ELECT SHERI MCCOY
|
||
|
For
|
5I TO ELECT OR RE-ELECT TONY MOK
|
||
|
For
|
5J TO ELECT OR RE-ELECT NAZNEEN RAHMAN
|
||
|
For
|
5K TO ELECT OR RE-ELECT ANDREAS RUMMELT
|
||
|
For
|
5L TO ELECT OR RE-ELECT MARCUS WALLENBERG
|
||
|
For
|
For
|
6 TO APPROVE THE ANNUAL REPORT ON REMUNERATION FOR THE YEAR ENDED 31DECEMBER 2022
|
Issuer
|
|
For
|
For
|
7 TO AUTHORISE LIMITED POLITICAL DONATIONS
|
Issuer
|
|
For
|
For
|
8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES
|
Issuer
|
|
For
|
For
|
9 TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS
|
Issuer
|
|
For
|
For
|
10 TO AUTHORISE THE DIRECTORS TO FURTHER DISAPPLY PRE-EMPTION RIGHTS FOR ACQUISITIONS AND SPECIFIED CAPITAL INVESTMENTS
|
Issuer
|
|
For
|
For
|
11 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES
|
Issuer
|
|
For
|
For
|
12 TO REDUCE THE NOTICE PERIOD FOR GENERAL MEETINGS
|
Issuer
|
|
For
|
For
|
13 TO ADOPT NEW ARTICLES OF ASSOCIATION
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ATLASSIAN CORPORATION PLC
|
8/22/22
|
TEAM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Court Scheme Proposal: To approve the scheme of arrangement as set forth in the section titled “Scheme of Arrangement” in the proxy statement of Atlassian Corporation Plc dated July 11, 2022
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ATLASSIAN CORPORATION PLC
|
8/22/22
|
G06242111
|
TEAM
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Scheme Special Resolution: THAT for the purpose of giving effect to the scheme of arrangement dated July 11, 2022 between Atlassian Corporation Plc (the “Company”) and the Scheme Shareholders
(as defined in the said scheme included in the proxy statement of the Company dated July 11, 2022 (the “Proxy Statement”)), a print of which has been produced to this meeting and for the purposes of identification signed by the chair
hereof, in its original form or as amended in accordance with ...(due to space limits, see proxy material for full proposal).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BOSTON SCIENTIFIC CORPORATION
|
5/4/23
|
BSX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Nelda J. Connors
|
||
|
For
|
1b. Election of Director: Charles J. Dockendorff
|
||
|
For
|
1c. Election of Director: Yoshiaki Fujimori
|
||
|
For
|
1d. Election of Director: Edward J. Ludwig
|
||
|
For
|
1e. Election of Director: Michael F. Mahoney
|
||
|
For
|
1f. Election of Director: David J. Roux
|
||
|
For
|
1g. Election of Director: John E. Sununu
|
||
|
For
|
1h. Election of Director: David S. Wichmann
|
||
|
For
|
1i. Election of Director: Ellen M. Zane
|
||
|
For
|
For
|
2. To approve, on a non-binding, advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CORTEVA INC.
|
4/21/23
|
CTVA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Lamberto Andreotti
|
||
|
For
|
1b. Election of Director: Klaus A. Engel
|
||
|
For
|
1c. Election of Director: David C. Everitt
|
||
|
For
|
1d. Election of Director: Janet P. Giesselman
|
||
|
For
|
1e. Election of Director: Karen H. Grimes
|
||
|
For
|
1f. Election of Director: Michael O. Johanns
|
||
|
For
|
1g. Election of Director: Rebecca B. Liebert
|
||
|
For
|
1h. Election of Director: Marcos M. Lutz
|
||
|
For
|
1i. Election of Director: Charles V. Magro
|
||
|
For
|
1j. Election of Director: Nayaki R. Nayyar
|
||
|
For
|
1k. Election of Director: Gregory R. Page
|
||
|
For
|
1l. Election of Director: Kerry J. Preete
|
||
|
For
|
1m. Election of Director: Patrick J. Ward
|
||
|
For
|
For
|
2. Advisory resolution to approve executive compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COSTCO WHOLESALE CORPORATION
|
1/19/23
|
COST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Susan L. Decker
|
||
|
For
|
1b. Election of Director: Kenneth D. Denman
|
||
|
For
|
1c. Election of Director: Richard A. Galanti
|
||
|
For
|
1d. Election of Director: Hamilton E. James
|
||
|
For
|
1e. Election of Director: W. Craig Jelinek
|
||
|
For
|
1f. Election of Director: Sally Jewell
|
||
|
For
|
1g. Election of Director: Charles T. Munger
|
||
|
For
|
1h. Election of Director: Jeffrey S. Raikes
|
||
|
For
|
1i. Election of Director: John W. Stanton
|
||
|
For
|
1j. Election of Director: Ron M. Vachris
|
||
|
For
|
1k. Election of Director: Maggie Wilderotter
|
||
|
For
|
For
|
2. Ratification of selection of independent auditors.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approval, on an advisory basis, of frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal regarding report on risks of state policies restricting reproductive rights.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CRH PLC
|
4/27/23
|
CRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 REVIEW OF COMPANY’S AFFAIRS AND CONSIDERATION OF FINANCIAL STATEMENTS AND REPORTS OF DIRECTORS (INCLUDING THE GOVERNANCE APPENDIX) AND AUDITORS FOR THE YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 DECLARATION OF A DIVIDEND ON ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
3 CONSIDERATION OF DIRECTORS REMUNERATION REPORT
|
Issuer
|
|
For
|
4A RE-ELECTION OF DIRECTOR R. BOUCHER
|
||
|
For
|
4B RE-ELECTION OF DIRECTOR C. DOWLING
|
||
|
For
|
4C RE-ELECTION OF DIRECTOR R. FEARON
|
||
|
For
|
4D RE-ELECTION OF DIRECTOR J. KARLSTROM
|
||
|
For
|
4E RE-ELECTION OF DIRECTOR S. KELLY
|
||
|
For
|
4F RE-ELECTION OF DIRECTOR B. KHAN
|
||
|
For
|
4G RE-ELECTION OF DIRECTOR L. MCKAY
|
||
|
For
|
4H RE-ELECTION OF DIRECTOR A. MANIFOLD
|
||
|
For
|
4I RE-ELECTION OF DIRECTOR J. MINTERN
|
||
|
For
|
4J RE-ELECTION OF DIRECTOR G.L. PLATT
|
||
|
For
|
4K RE-ELECTION OF DIRECTOR M.K. RHINEHART
|
||
|
For
|
4L RE-ELECTION OF DIRECTOR S. TALBOT
|
||
|
For
|
4M RE-ELECTION OF DIRECTOR C. VERCHERE
|
||
|
For
|
For
|
5 REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
6 CONTINUATION OF DELOITTE IRELAND LLP AS AUDITORS
|
Issuer
|
|
For
|
For
|
7 AUTHORITY TO ALLOT SHARES
|
Issuer
|
|
For
|
For
|
8 DISAPPLICATION OF PRE-EMPTION RIGHTS (RE ALLOTMENTS OF UP TO 10PER CENT OF THE COMPANY’S ISSUED SHARE CAPITAL ON AN UNRESTRICTED BASIS)
|
Issuer
|
|
For
|
For
|
9 AUTHORITY TO PURCHASE OWN ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
10 AUTHORITY TO REISSUE TREASURY SHARES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CRH PLC
|
6/8/23
|
CRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 TO APPROVE THE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 TO APPROVE THE LSE LISTING CHANGE
|
Issuer
|
|
For
|
For
|
3 TO ADOPT NEW ARTICLES OF ASSOCIATION OF THE COMPANY
|
Issuer
|
|
For
|
For
|
4 TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES AND OVERSEAS MARKET PURCHASES OF ORDINARY SHARES
|
Issuer
|
|
For
|
For
|
5 TO AUTHORISE THE COMPANY TO REISSUE TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 TO ADOPT NEW ARTICLE 4A
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CROWDSTRIKE HOLDINGS, INC.
|
6/21/23
|
CRWD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOHANNA FLOWER
|
||
|
For
|
DENIS J. O’LEARY
|
||
|
For
|
GODFREY R. SULLIVAN
|
||
|
For
|
For
|
2. To ratify the selection of PricewaterhouseCoopers LLP as CrowdStrike’s independent registered public accounting firm for its fiscal year ending January 31, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DANAHER CORPORATION
|
5/9/23
|
DHR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Rainer M. Blair
|
||
|
For
|
1b. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Feroz Dewan
|
||
|
For
|
1c. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Linda Filler
|
||
|
For
|
1d. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Teri List
|
||
|
For
|
1e. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Walter G. Lohr, Jr.
|
||
|
For
|
1f. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Jessica L. Mega, MD, MPH
|
||
|
For
|
1g. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Mitchell P. Rales
|
||
|
For
|
1h. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Steven M. Rales
|
||
|
For
|
1i. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Pardis C. Sabeti, MD, D. PHIL
|
||
|
For
|
1j. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: A. Shane Sanders
|
||
|
For
|
1k. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: John T. Schwieters
|
||
|
For
|
1l. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Alan G. Spoon
|
||
|
For
|
1m. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Raymond C. Stevens, Ph.D
|
||
|
For
|
1n. Election of Director to hold office until the 2024 Annual Meeting of Shareholders: Elias A. Zerhouni, MD
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as Danaher’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve on an advisory basis the Company’s named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To hold an advisory vote relating to the frequency of future shareholder advisory votes on the Company’s executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
5. To act upon a shareholder proposal requesting adoption of a policy separating the chair and CEO roles and requiring an independent Board Chair whenever possible.
|
Security Holder
|
|
Against
|
Against
|
6. To act upon a shareholder proposal requesting a report to shareholders on the effectiveness of the Company’s diversity, equity and inclusion efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EATON CORPORATION PLC
|
4/26/23
|
ETN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Craig Arnold
|
||
|
For
|
1b. Election of Director: Olivier Leonetti
|
||
|
For
|
1c. Election of Director: Silvio Napoli
|
||
|
For
|
1d. Election of Director: Gregory R. Page
|
||
|
For
|
1e. Election of Director: Sandra Pianalto
|
||
|
For
|
1f. Election of Director: Robert V. Pragada
|
||
|
For
|
1g. Election of Director: Lori J. Ryerkerk
|
||
|
For
|
1h. Election of Director: Gerald B. Smith
|
||
|
For
|
1i. Election of Director: Dorothy C. Thompson
|
||
|
For
|
1j. Election of Director: Darryl L. Wilson
|
||
|
For
|
For
|
2. Approving the appointment of Ernst & Young as independent auditor for 2023 and authorizing the Audit Committee of the Board of Directors to set its remuneration.
|
Issuer
|
|
For
|
For
|
3. Approving, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approving, on an advisory basis, the frequency of executive compensation votes.
|
Issuer
|
|
For
|
For
|
5. Approving a proposal to grant the Board authority to issue shares.
|
Issuer
|
|
For
|
For
|
6. Approving a proposal to grant the Board authority to opt out of pre-emption rights.
|
Issuer
|
|
For
|
For
|
7. Authorizing the Company and any subsidiary of the Company to make overseas market purchases of Company shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELI LILLY AND COMPANY
|
5/1/23
|
LLY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve a three-year term: William G. Kaelin, Jr.
|
||
|
For
|
1b. Election of Director to serve a three-year term: David A. Ricks
|
||
|
For
|
1c. Election of Director to serve a three-year term: Marschall S. Runge
|
||
|
For
|
1d. Election of Director to serve a three-year term: Karen Walker
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation paid to the company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of future advisory votes on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as the independent auditor for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of amendments to the company’s Articles of Incorporation to eliminate the classified board structure.
|
Issuer
|
|
For
|
For
|
6. Approval of amendments to the company’s Articles of Incorporation to eliminate supermajority voting provisions.
|
Issuer
|
|
Against
|
Against
|
7. Shareholder proposal to publish an annual report disclosing lobbying activities.
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder proposal to eliminate supermajority voting requirements.
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder proposal to establish and report on a process by which the impact of extended patent exclusivities on product access would be considered in deciding whether to apply for secondary
and tertiary patents.
|
Security Holder
|
|
Against
|
Against
|
10. Shareholder proposal to report on risks of supporting abortion.
|
Security Holder
|
|
Against
|
Against
|
11. Shareholder proposal to disclose lobbying activities and alignment with public policy positions and statements.
|
Security Holder
|
|
Against
|
Against
|
12. Shareholder proposal to report on effectiveness of the company’s diversity, equity, and inclusion efforts.
|
Security Holder
|
|
Against
|
Against
|
13. Shareholder proposal to adopt a policy to require certain third-party organizations to annually report expenditures for political activities before Lilly contributes to an organization.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENTEGRIS, INC.
|
4/26/23
|
ENTG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: James R. Anderson
|
||
|
For
|
1b. Election of Director: Rodney Clark
|
||
|
For
|
1c. Election of Director: James F. Gentilcore
|
||
|
For
|
1d. Election of Director: Yvette Kanouff
|
||
|
For
|
1e. Election of Director: James P. Lederer
|
||
|
For
|
1f. Election of Director: Bertrand Loy
|
||
|
For
|
1g. Election of Director: Azita Saleki-Gerhardt
|
||
|
For
|
For
|
2. Approval, by non-binding vote, of the compensation paid to Entegris, Inc.’s named executive officers (advisory vote).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Frequency of future advisory votes on Executive compensation (advisory vote).
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of KPMG LLP as Entegris, Inc.’s Independent Registered Public Accounting Firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EOG RESOURCES, INC.
|
5/24/23
|
EOG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 annual meeting: Janet F. Clark
|
||
|
For
|
1b. Election of Director to hold office until the 2024 annual meeting: Charles R. Crisp
|
||
|
For
|
1c. Election of Director to hold office until the 2024 annual meeting: Robert P. Daniels
|
||
|
For
|
1d. Election of Director to hold office until the 2024 annual meeting: Lynn A. Dugle
|
||
|
For
|
1e. Election of Director to hold office until the 2024 annual meeting: C. Christopher Gaut
|
||
|
For
|
1f. Election of Director to hold office until the 2024 annual meeting: Michael T. Kerr
|
||
|
For
|
1g. Election of Director to hold office until the 2024 annual meeting: Julie J. Robertson
|
||
|
For
|
1h. Election of Director to hold office until the 2024 annual meeting: Donald F. Textor
|
||
|
For
|
1i. Election of Director to hold office until the 2024 annual meeting: Ezra Y. Yacob
|
||
|
For
|
For
|
2. To ratify the appointment by the Audit Committee of the Board of Directors of Deloitte & Touche LLP, independent registered public accounting firm, as auditors for the Company for the year
ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, by non-binding vote, the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To recommend, by non-binding vote, the frequency of holding advisory votes on the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FORTINET, INC.
|
6/16/23
|
FTNT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to serve for a term of one year: Ken Xie
|
||
|
For
|
1.2 Election of Director to serve for a term of one year: Michael Xie
|
||
|
For
|
1.3 Election of Director to serve for a term of one year: Kenneth A. Goldman
|
||
|
For
|
1.4 Election of Director to serve for a term of one year: Ming Hsieh
|
||
|
For
|
1.5 Election of Director to serve for a term of one year: Jean Hu
|
||
|
For
|
1.6 Election of Director to serve for a term of one year: William Neukom
|
||
|
For
|
1.7 Election of Director to serve for a term of one year: Judith Sim
|
||
|
For
|
1.8 Election of Director to serve for a term of one year: Admiral James Stavridis (Ret)
|
||
|
For
|
For
|
2. Ratify the appointment of Deloitte & Touche LLP as Fortinet’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve named executive officer compensation, as disclosed in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes to approve named executive officer compensation.
|
Issuer
|
|
For
|
For
|
5. Adopt an amendment to Fortinet’s amended and restated certificate of incorporation to remove the supermajority voting requirement and make certain other changes.
|
Issuer
|
|
For
|
For
|
6. Adopt an amendment to Fortinet’s amended and restated certificate of incorporation to permit the exculpation of officers by Fortinet from personal liability for certain breaches of the duty of
care.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HCA HEALTHCARE, INC.
|
4/19/23
|
HCA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Thomas F. Frist III
|
||
|
For
|
1b. Election of Director: Samuel N. Hazen
|
||
|
For
|
1c. Election of Director: Meg G. Crofton
|
||
|
For
|
1d. Election of Director: Robert J. Dennis
|
||
|
For
|
1e. Election of Director: Nancy-Ann DeParle
|
||
|
For
|
1f. Election of Director: William R. Frist
|
||
|
For
|
1g. Election of Director: Hugh F. Johnston
|
||
|
For
|
1h. Election of Director: Michael W. Michelson
|
||
|
For
|
1i. Election of Director: Wayne J. Riley, M.D.
|
||
|
For
|
1j. Election of Director: Andrea B. Smith
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve the HCA Healthcare, Inc. 2023 Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. Advisory vote to approve named executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal, if properly presented at the meeting, regarding political spending disclosure.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder proposal, if properly presented at the meeting, regarding amendment to Patient Safety and Quality of Care Committee charter.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HESS CORPORATION
|
5/17/23
|
HES
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term expiring in 2024: T.J. CHECKI
|
||
|
For
|
1b. Election of Director to serve for a one-year term expiring in 2024: L.S. COLEMAN, JR.
|
||
|
For
|
1c. Election of Director to serve for a one-year term expiring in 2024: L. GLATCH
|
||
|
For
|
1d. Election of Director to serve for a one-year term expiring in 2024: J.B. HESS
|
||
|
For
|
1e. Election of Director to serve for a one-year term expiring in 2024: E.E. HOLIDAY
|
||
|
For
|
1f. Election of Director to serve for a one-year term expiring in 2024: M.S. LIPSCHULTZ
|
||
|
For
|
1g. Election of Director to serve for a one-year term expiring in 2024: R.J. MCGUIRE
|
||
|
For
|
1h. Election of Director to serve for a one-year term expiring in 2024: D. MCMANUS
|
||
|
For
|
1i. Election of Director to serve for a one-year term expiring in 2024: K.O. MEYERS
|
||
|
For
|
1j. Election of Director to serve for a one-year term expiring in 2024: K.F. OVELMEN
|
||
|
For
|
1k. Election of Director to serve for a one-year term expiring in 2024: J.H. QUIGLEY
|
||
|
For
|
1l. Election of Director to serve for a one-year term expiring in 2024: W.G. SCHRADER
|
||
|
For
|
For
|
2. Advisory approval of the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval on the frequency of voting on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the selection of Ernst & Young LLP as our independent registered public accountants for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HONEYWELL INTERNATIONAL INC.
|
5/19/23
|
HON
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Darius Adamczyk
|
||
|
For
|
1B. Election of Director: Duncan B. Angove
|
||
|
For
|
1C. Election of Director: William S. Ayer
|
||
|
For
|
1D. Election of Director: Kevin Burke
|
||
|
For
|
1E. Election of Director: D. Scott Davis
|
||
|
For
|
1F. Election of Director: Deborah Flint
|
||
|
For
|
1G. Election of Director: Vimal Kapur
|
||
|
For
|
1H. Election of Director: Rose Lee
|
||
|
For
|
1I. Election of Director: Grace D. Lieblein
|
||
|
For
|
1J. Election of Director: Robin L. Washington
|
||
|
For
|
1K. Election of Director: Robin Watson
|
||
|
1 Year
|
1 Year
|
2. Advisory Vote to Approve Frequency of Advisory Vote on Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Executive Compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of Independent Accountants.
|
Issuer
|
|
Against
|
Against
|
5. Shareowner Proposal - Independent Board Chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Shareowner Proposal - Environmental and Health Impact Report.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HUBSPOT, INC.
|
6/6/23
|
HUBS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class III Director to hold office until the 2026 annual meeting of stockholders: Nick Caldwell
|
||
|
For
|
1b. Election of Class III Director to hold office until the 2026 annual meeting of stockholders: Claire Hughes Johnson
|
||
|
For
|
1c. Election of Class III Director to hold office until the 2026 annual meeting of stockholders: Jay Simons
|
||
|
For
|
1d. Election of Class III Director to hold office until the 2026 annual meeting of stockholders: Yamini Rangan
|
||
|
For
|
For
|
2. Ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Non-binding advisory vote to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Non-binding advisory vote on the frequency of future advisory votes to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ICON PLC
|
7/26/22
|
ICLR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Dr. Steve Cutler
|
||
|
For
|
1.2 Election of Director: Dr. John Climax
|
||
|
For
|
1.3 Election of Director: Mr. Ronan Murphy
|
||
|
For
|
For
|
2. To review the Company’s affairs and consider the Accounts and Reports
|
Issuer
|
|
For
|
For
|
3. To authorise the fixing of the Auditors’ Remuneration
|
Issuer
|
|
For
|
For
|
4. To authorise the Company to allot shares
|
Issuer
|
|
For
|
For
|
5. To disapply the statutory pre-emption rights
|
Issuer
|
|
For
|
For
|
6. To disapply the statutory pre-emption rights for funding capital investment or acquisitions
|
Issuer
|
|
For
|
For
|
7. To authorise the Company to make market purchases of shares
|
Issuer
|
|
For
|
For
|
8. To authorise the price range at which the Company can reissue shares that it holds as treasury shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INGERSOLL RAND INC.
|
6/15/23
|
IR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Vicente Reynal
|
||
|
For
|
1b. Election of Director: William P. Donnelly
|
||
|
For
|
1c. Election of Director: Kirk E. Arnold
|
||
|
For
|
1d. Election of Director: Gary D. Forsee
|
||
|
For
|
1e. Election of Director: Jennifer Hartsock
|
||
|
For
|
1f. Election of Director: John Humphrey
|
||
|
For
|
1g. Election of Director: Marc E. Jones
|
||
|
For
|
1h. Election of Director: Mark Stevenson
|
||
|
For
|
1i. Election of Director: Michael Stubblefield
|
||
|
For
|
1j. Election of Director: Tony L. White
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Non-binding vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Non-binding vote on the frequency of future votes to approve executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INSULET CORPORATION
|
5/23/23
|
PODD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LUCIANA BORIO
|
||
|
For
|
MICHAEL R. MINOGUE
|
||
|
For
|
CORINNE H. NEVINNY
|
||
|
For
|
For
|
2. To approve, on a non-binding, advisory basis, the compensation of certain executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on a non-binding, advisory basis, the frequency of future advisory votes to approve the compensation of certain executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INTUIT INC.
|
1/19/23
|
INTU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Eve Burton
|
||
|
For
|
1b. Election of Director: Scott D. Cook
|
||
|
For
|
1c. Election of Director: Richard L. Dalzell
|
||
|
For
|
1d. Election of Director: Sasan K. Goodarzi
|
||
|
For
|
1e. Election of Director: Deborah Liu
|
||
|
For
|
1f. Election of Director: Tekedra Mawakana
|
||
|
For
|
1g. Election of Director: Suzanne Nora Johnson
|
||
|
For
|
1h. Election of Director: Thomas Szkutak
|
||
|
For
|
1i. Election of Director: Raul Vazquez
|
||
|
Against
|
For
|
2. Advisory vote to approve Intuit’s executive compensation (say-on-pay)
|
Issuer
|
|
For
|
For
|
3. Ratification of the selection of Ernst & Young LLP as Intuit’s independent registered public accounting firm for the fiscal year ending July 31, 2023
|
Issuer
|
|
For
|
For
|
4. Approval of the Amended and Restated Employee Stock Purchase Plan to increase the share reserve by an additional 2,000,000 shares
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KBR, INC.
|
5/17/23
|
KBR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mark E. Baldwin
|
||
|
For
|
1b. Election of Director: Stuart J. B. Bradie
|
||
|
For
|
1c. Election of Director: Lynn A. Dugle
|
||
|
For
|
1d. Election of Director: General Lester L. Lyles, USAF (Ret.)
|
||
|
For
|
1e. Election of Director: Sir John A. Manzoni KCB
|
||
|
For
|
1f. Election of Director: Lt. General Wendy M. Masiello, USAF (Ret.)
|
||
|
For
|
1g. Election of Director: Jack B. Moore
|
||
|
For
|
1h. Election of Director: Ann D. Pickard
|
||
|
For
|
1i. Election of Director: Carlos A. Sabater
|
||
|
For
|
1j. Election of Director: Lt. General Vincent R. Stewart, USMC (Ret.)
|
||
|
For
|
For
|
2. Advisory vote to approve KBR’s named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of advisory votes on KBR’s named executive officer compensation.
|
Issuer
|
|
Against
|
For
|
4. Ratify the appointment of KPMG LLP as the independent registered public accounting firm to audit the consolidated financial statements for KBR, Inc. as of and for the year ending December 29,
2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
7/25/22
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A ELECT DIRECTOR STEPHEN F. ANGEL
|
||
|
For
|
1B ELECT DIRECTOR SANJIV LAMBA
|
||
|
For
|
1C ELECT DIRECTOR ANN-KRISTIN ACHLEITNER
|
||
|
For
|
1D ELECT DIRECTOR THOMAS ENDERS
|
||
|
For
|
1E ELECT DIRECTOR EDWARD G. GALANTE
|
||
|
For
|
1F ELECT DIRECTOR JOE KAESER
|
||
|
For
|
1G ELECT DIRECTOR VICTORIA E. OSSADNIK
|
||
|
For
|
1H ELECT DIRECTOR MARTIN H. RICHENHAGEN
|
||
|
For
|
1I ELECT DIRECTOR ALBERTO WEISSER
|
||
|
For
|
1J ELECT DIRECTOR ROBERT L. WOOD
|
||
|
For
|
For
|
2A RATIFY PRICEWATERHOUSECOOPERS AS AUDITORS
|
Issuer
|
|
For
|
For
|
2B AUTHORISE BOARD TO FIX REMUNERATION OF AUDITORS
|
Issuer
|
|
For
|
For
|
3 ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS’ COMPENSATION
|
Issuer
|
|
For
|
For
|
4 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
5 DETERMINE PRICE RANGE FOR REISSUANCE OF TREASURY SHARES
|
Issuer
|
|
For
|
For
|
6 ADOPT SIMPLE MAJORITY VOTE
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE SCHEME OF ARRANGEMENT
|
Issuer
|
|
For
|
For
|
2 AMEND ARTICLES OF ASSOCIATION
|
Issuer
|
|
For
|
For
|
3 APPROVE COMMON DRAFT TERMS OF MERGER
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LINDE PLC
|
1/18/23
|
LIN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 THAT THE SCHEME IN ITS ORIGINAL FORM OR WITH OR SUBJECT TO ANY MODIFICATION(S), ADDITION(S) OR CONDITION(S) APPROVED OR IMPOSED BY THE IRISH HIGH COURT
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LOCKHEED MARTIN CORPORATION
|
4/27/23
|
LMT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Daniel F. Akerson
|
||
|
For
|
1b. Election of Director: David B. Burritt
|
||
|
For
|
1c. Election of Director: Bruce A. Carlson
|
||
|
For
|
1d. Election of Director: John M. Donovan
|
||
|
For
|
1e. Election of Director: Joseph F. Dunford, Jr.
|
||
|
For
|
1f. Election of Director: James O. Ellis, Jr.
|
||
|
For
|
1g. Election of Director: Thomas J. Falk
|
||
|
For
|
1h. Election of Director: Ilene S. Gordon
|
||
|
For
|
1i. Election of Director: Vicki A. Hollub
|
||
|
For
|
1j. Election of Director: Jeh C. Johnson
|
||
|
For
|
1k. Election of Director: Debra L. Reed-Klages
|
||
|
For
|
1l. Election of Director: James D. Taiclet
|
||
|
For
|
1m. Election of Director: Patricia E. Yarrington
|
||
|
For
|
For
|
2. Advisory Vote to Approve the Compensation of our Named Executive Officers (Say-on-Pay).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory Vote on the Frequency of Advisory Votes to Approve the Compensation of our Named Executive Officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the Appointment of Ernst & Young LLP as our Independent Auditors for 2023.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder Proposal Requiring Independent Board Chairman.
|
Security Holder
|
|
Against
|
Against
|
6. Stockholder Proposal to Issue a Human Rights Impact Assessment Report.
|
Security Holder
|
|
Against
|
Against
|
7. Stockholder Proposal to Issue a Report on the Company’s Intention to Reduce Full Value Chain GHG Emissions.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LULULEMON ATHLETICA INC.
|
6/7/23
|
LULU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Michael Casey
|
||
|
For
|
1b. Election of Class I Director: Glenn Murphy
|
||
|
For
|
1c. Election of Class I Director: David Mussafer
|
||
|
For
|
1d. Election of Class II Director: Isabel Mahe
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 28, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
Abstain
|
None
|
4. To cast an advisory vote on the frequency of including advisory say-on-pay votes in proxy materials for future shareholder meetings.
|
Issuer
|
|
For
|
For
|
5. To approve the adoption of the lululemon 2023 Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LVMH MOET HENNESSY LOUIS VUITTON SE
|
4/20/23
|
LVMU.Y
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022
|
Issuer
|
|
For
|
For
|
3 ALLOCATION OF INCOME - SETTING OF THE DIVIDEND
|
Issuer
|
|
For
|
For
|
4 APPROVAL OF REGULATED AGREEMENTS REFERRED TO IN ARTICLE L. 225-38 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
5 RENEWAL OF THE TERM OF OFFICE FOR MRS. DELPHINE ARNAULT AS DIRECTOR
|
||
|
For
|
6 RENEWAL OF THE TERM OF OFFICE FOR MR. ANTONIO BELLONI AS DIRECTOR
|
||
|
For
|
7 RENEWAL OF THE TERM OF OFFICE FOR MRS. MARIE-JOSEE KRAVIS AS DIRECTOR
|
||
|
For
|
8 RENEWAL OF THE TERM OF OFFICE FOR MRS. MARIE-LAURE SAUTY DE CHALON AS DIRECTOR
|
||
|
For
|
9 RENEWAL OF THE TERM OF OFFICE FOR MRS. NATACHA VALLA AS DIRECTOR
|
||
|
For
|
10 APPOINTMENT OF MR. LAURENT MIGNON AS DIRECTOR
|
||
|
For
|
For
|
11 RENEWAL OF THE TERM OF OFFICE FOR LORD POWELL OF BAYSWATER AS CENSOR
|
Issuer
|
|
For
|
For
|
12 APPOINTMENT OF MR. DIEGO DELLA VALLE AS CENSOR
|
Issuer
|
|
For
|
For
|
13 APPROVAL OF THE INFORMATION RELATING TO THE COMPENSATION OF CORPORATE OFFICERS, AS REFERRED TO IN SECTION I OF ARTICLE L.22-10-9 OF THE FRENCH COMMERCIAL CODE
|
Issuer
|
|
For
|
For
|
14 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING THE FINANCIAL YEAR 2022 OR ALLOCATED FOR THE SAME FINANCIAL YEAR TO MR. BERNARD ARNAULT, CHAIRMAN AND CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
15 APPROVAL OF THE COMPENSATION ELEMENTS PAID DURING FINANCIAL YEAR 2022 OR ALLOCATED FOR THE SAME FINANCIAL YEAR TO MR. ANTONIO BELLONI, DEPUTY CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
16 APPROVAL OF THE COMPENSATION POLICY FOR DIRECTORS
|
Issuer
|
|
For
|
For
|
17 APPROVAL OF THE COMPENSATION POLICY FOR THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
18 APPROVAL OF THE COMPENSATION POLICY FOR THE DEPUTY CHIEF EXECUTIVE OFFICER
|
Issuer
|
|
For
|
For
|
19 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO TRADE IN THE COMPANY’S SHARES AT A MAXIMUM PURCHASE PRICE OF 1,200 EUROS PER SHARE, FOR A MAXIMUM
CUMULATIVE AMOUNT OF 60.4 BILLION EUROS
|
Issuer
|
|
For
|
For
|
20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF 18 MONTHS, TO REDUCE THE SHARE CAPITAL BY CANCELLING SHARES HELD BY THE COMPANY FOLLOWING THE REPURCHASE OF ITS OWN
SHARES
|
Issuer
|
|
For
|
For
|
21 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO INCREASE THE CAPITAL BY INCORPORATION OF PROFITS, RESERVES, PREMIUMS OR OTHERS
|
Issuer
|
|
For
|
For
|
22 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES, AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES, AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO EQUITY SECURITIES TO BE ISSUED WITH RETENTION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT
|
Issuer
|
|
For
|
For
|
23 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE BY PUBLIC OFFERING (OTHER THAN THOSE REFERRED TO IN SECTION 1 OF ARTICLE L. 411-2
OF THE FRENCH MONETARY AND FINANCIAL CODE), COMMON SHARES, AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES, AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO
EQUITY SECURITIES TO BE ISSUED, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT WITH THE OPTION OF A PRIORITY RIGHT
|
Issuer
|
|
For
|
For
|
24 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE COMMON SHARES, AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES OR
GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES, AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO EQUITY SECURITIES TO BE ISSUED, WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE BENEFIT OF QUALIFIED INVESTORS
OR A LIMITED CIRCLE OF INVESTORS
|
Issuer
|
|
For
|
For
|
25 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN THE EVENT OF A CAPITAL INCREASE WITH
RETENTION OR CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT IN THE CONTEXT OF OVER-ALLOTMENT OPTIONS IN CASE OF OVERSUBSCRIPTION OF THE NUMBER OF SECURITIES OFFERED
|
Issuer
|
|
For
|
For
|
26 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR EQUITY SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES OR TO THE
ALLOCATION OF DEBT SECURITIES AS COMPENSATION FOR SECURITIES BROUGHT INTO ANY PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY
|
Issuer
|
|
For
|
For
|
27 DELEGATION OF POWERS GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE, WITHIN THE LIMIT OF 10% OF THE SHARE CAPITAL, COMMON SHARES OR EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OF THE COMPANY OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES AS COMPENSATION FOR CONTRIBUTIONS IN KIND OF EQUITY SECURITIES OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE CAPITAL,
GRANTED TO THE COMPANY
|
Issuer
|
|
For
|
For
|
28 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO GRANT SHARE SUBSCRIPTION OPTIONS WITH CANCELLATION OF THE SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION
RIGHT, OR SHARE PURCHASE OPTIONS TO EMPLOYEES AND/OR EXECUTIVE CORPORATE OFFICERS OF THE COMPANY AND RELATED ENTITIES, WITHIN THE LIMIT OF 1% OF THE CAPITAL
|
Issuer
|
|
For
|
For
|
29 DELEGATION OF AUTHORITY TO GRANTED TO THE BOARD OF DIRECTORS, FOR A PERIOD OF TWENTY-SIX MONTHS, TO ISSUE SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS TO THE COMPANY’S CAPITAL, WITH
CANCELLATION OF SHAREHOLDERS’ PRE-EMPTIVE SUBSCRIPTION RIGHT, FOR THE BENEFIT OF MEMBERS OF THE GROUP’S COMPANY SAVINGS PLAN(S), WITHIN THE LIMIT OF 1% OF THE SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
30 SETTING OF THE OVERALL CEILING FOR IMMEDIATE OR FUTURE CAPITAL INCREASES DECIDED IN ACCORDANCE WITH DELEGATIONS OF AUTHORITY
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MANHATTAN ASSOCIATES, INC.
|
5/11/23
|
MANH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Eddie Capel
|
||
|
For
|
1b. Election of Director: Charles E. Moran
|
||
|
For
|
For
|
2. Non-binding resolution to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Non-binding resolution to determine the frequency of future advisory votes to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MASTERCARD INCORPORATED
|
6/27/23
|
MA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Merit E. Janow
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Candido Bracher
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Richard K. Davis
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Julius Genachowski
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Choon Phong Goh
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Oki Matsumoto
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Michael Miebach
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Youngme Moon
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Rima Qureshi
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Harit Talwar
|
||
|
For
|
1l. ELECTION OF DIRECTOR: Lance Uggla
|
||
|
For
|
For
|
2. Advisory approval of Mastercard’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of Mastercard Incorporated Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2023.
|
Issuer
|
|
Against
|
Against
|
6. Consideration of a stockholder proposal requesting a report on ensuring respect for civil liberties.
|
Security Holder
|
|
Against
|
Against
|
7. Consideration of a stockholder proposal requesting a report on Mastercard’s stance on new Merchant Category Code.
|
Security Holder
|
|
Against
|
Against
|
8. Consideration of a stockholder proposal requesting lobbying disclosure.
|
Security Holder
|
|
Against
|
Against
|
9. Consideration of a stockholder proposal requesting stockholders approve advance notice bylaw amendments.
|
Security Holder
|
|
Against
|
Against
|
10. Consideration of a stockholder proposal requesting a report on the cost-benefit analysis of diversity and inclusion efforts.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MCDONALD’S CORPORATION
|
5/25/23
|
MCD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until the 2024 Annual Meeting: Anthony Capuano
|
||
|
For
|
1b. Election of Director to serve until the 2024 Annual Meeting: Kareem Daniel
|
||
|
For
|
1c. Election of Director to serve until the 2024 Annual Meeting: Lloyd Dean
|
||
|
For
|
1d. Election of Director to serve until the 2024 Annual Meeting: Catherine Engelbert
|
||
|
For
|
1e. Election of Director to serve until the 2024 Annual Meeting: Margaret Georgiadis
|
||
|
For
|
1f. Election of Director to serve until the 2024 Annual Meeting: Enrique Hernandez, Jr.
|
||
|
For
|
1g. Election of Director to serve until the 2024 Annual Meeting: Christopher Kempczinski
|
||
|
For
|
1h. Election of Director to serve until the 2024 Annual Meeting: Richard Lenny
|
||
|
For
|
1i. Election of Director to serve until the 2024 Annual Meeting: John Mulligan
|
||
|
For
|
1j. Election of Director to serve until the 2024 Annual Meeting: Jennifer Taubert
|
||
|
For
|
1k. Election of Director to serve until the 2024 Annual Meeting: Paul Walsh
|
||
|
For
|
1l. Election of Director to serve until the 2024 Annual Meeting: Amy Weaver
|
||
|
For
|
1m. Election of Director to serve until the 2024 Annual Meeting: Miles White
|
||
|
For
|
For
|
2. Advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Advisory vote to ratify the appointment of Ernst & Young LLP as independent auditor for 2023.
|
Issuer
|
|
Against
|
Against
|
5. Advisory Vote on Adoption of Antibiotics Policy (1 of 2).
|
Security Holder
|
|
Against
|
Against
|
6. Advisory Vote on Adoption of Antibiotics Policy (2 of 2).
|
Security Holder
|
|
Against
|
Against
|
7. Advisory Vote on Annual Report on “Communist China.”
|
Security Holder
|
|
Against
|
Against
|
8. Advisory Vote on Civil Rights & Returns to Merit Audit.
|
Security Holder
|
|
Against
|
Against
|
9. Advisory Vote on Annual Report on Lobbying Activities.
|
Security Holder
|
|
Against
|
Against
|
10. Advisory Vote on Annual Report on Global Political Influence.
|
Security Holder
|
|
Against
|
Against
|
11. Advisory Vote on Poultry Welfare Disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MEDTRONIC PLC
|
12/8/22
|
MDT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2023 Annual General Meeting: Richard H. Anderson
|
||
|
For
|
1b. Election of Director to hold office until the 2023 Annual General Meeting: Craig Arnold
|
||
|
For
|
1c. Election of Director to hold office until the 2023 Annual General Meeting: Scott C. Donnelly
|
||
|
For
|
1d. Election of Director to hold office until the 2023 Annual General Meeting: Lidia L. Fonseca
|
||
|
For
|
1e. Election of Director to hold office until the 2023 Annual General Meeting: Andrea J. Goldsmith, Ph.D.
|
||
|
For
|
1f. Election of Director to hold office until the 2023 Annual General Meeting: Randall J. Hogan, III
|
||
|
For
|
1g. Election of Director to hold office until the 2023 Annual General Meeting: Kevin E. Lofton
|
||
|
For
|
1h. Election of Director to hold office until the 2023 Annual General Meeting: Geoffrey S. Martha
|
||
|
For
|
1i. Election of Director to hold office until the 2023 Annual General Meeting: Elizabeth G. Nabel, M.D.
|
||
|
For
|
1j. Election of Director to hold office until the 2023 Annual General Meeting: Denise M. O’Leary
|
||
|
For
|
1k. Election of Director to hold office until the 2023 Annual General Meeting: Kendall J. Powell
|
||
|
For
|
For
|
2. Ratifying, in a non-binding vote, the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2023 and authorizing, in a binding vote, the Board of
Directors, acting through the Audit Committee, to set the auditor’s remuneration.
|
Issuer
|
|
For
|
For
|
3. Approving, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
For
|
For
|
4. Renewing the Board of Directors’ authority to issue shares under Irish law.
|
Issuer
|
|
For
|
For
|
5. Renewing the Board of Directors’ authority to opt out of pre-emption rights under Irish law.
|
Issuer
|
|
For
|
For
|
6. Authorizing the Company and any subsidiary of the Company to make overseas market purchases of Medtronic ordinary shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
META PLATFORMS, INC.
|
5/31/23
|
META
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PEGGY ALFORD
|
||
|
For
|
MARC L. ANDREESSEN
|
||
|
For
|
ANDREW W. HOUSTON
|
||
|
For
|
NANCY KILLEFER
|
||
|
For
|
ROBERT M. KIMMITT
|
||
|
For
|
SHERYL K. SANDBERG
|
||
|
For
|
TRACEY T. TRAVIS
|
||
|
For
|
TONY XU
|
||
|
For
|
MARK ZUCKERBERG
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Meta Platforms, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
3. A shareholder proposal regarding government takedown requests.
|
Security Holder
|
|
Against
|
Against
|
4. A shareholder proposal regarding dual class capital structure.
|
Security Holder
|
|
Against
|
Against
|
5. A shareholder proposal regarding human rights impact assessment of targeted advertising.
|
Security Holder
|
|
Against
|
Against
|
6. A shareholder proposal regarding report on lobbying disclosures.
|
Security Holder
|
|
Against
|
Against
|
7. A shareholder proposal regarding report on allegations of political entanglement and content management biases in India.
|
Security Holder
|
|
Against
|
Against
|
8. A shareholder proposal regarding report on framework to assess company lobbying alignment with climate goals.
|
Security Holder
|
|
Against
|
Against
|
9. A shareholder proposal regarding report on reproductive rights and data privacy.
|
Security Holder
|
|
Against
|
Against
|
10. A shareholder proposal regarding report on enforcement of Community Standards and user content.
|
Security Holder
|
|
Against
|
Against
|
11. A shareholder proposal regarding report on child safety impacts and actual harm reduction to children.
|
Security Holder
|
|
Against
|
Against
|
12. A shareholder proposal regarding report on pay calibration to externalized costs.
|
Security Holder
|
|
Against
|
Against
|
13. A shareholder proposal regarding performance review of the audit & risk oversight committee.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MICROSOFT CORPORATION
|
12/13/22
|
MSFT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Reid G. Hoffman
|
||
|
For
|
1b. Election of Director: Hugh F. Johnston
|
||
|
For
|
1c. Election of Director: Teri L. List
|
||
|
For
|
1d. Election of Director: Satya Nadella
|
||
|
For
|
1e. Election of Director: Sandra E. Peterson
|
||
|
For
|
1f. Election of Director: Penny S. Pritzker
|
||
|
For
|
1g. Election of Director: Carlos A. Rodriguez
|
||
|
For
|
1h. Election of Director: Charles W. Scharf
|
||
|
For
|
1i. Election of Director: John W. Stanton
|
||
|
For
|
1j. Election of Director: John W. Thompson
|
||
|
For
|
1k. Election of Director: Emma N. Walmsley
|
||
|
For
|
1l. Election of Director: Padmasree Warrior
|
||
|
Against
|
For
|
2. Advisory vote to approve named executive officer compensation
|
Issuer
|
|
For
|
For
|
3. Ratification of the Selection of Deloitte & Touche LLP as our Independent Auditor for Fiscal Year 2023
|
Issuer
|
|
Against
|
Against
|
4. Shareholder Proposal - Cost/Benefit Analysis of Diversity and Inclusion
|
Security Holder
|
|
Against
|
Against
|
5. Shareholder Proposal - Report on Hiring of Persons with Arrest or Incarceration Records
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal - Report on Investment of Retirement Funds in Companies Contributing to Climate Change
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal - Report on Government Use of Microsoft Technology
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal - Report on Development of Products for Military
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal - Report on Tax Transparency
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MONGODB, INC.
|
6/27/23
|
MDB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ARCHANA AGRAWAL
|
||
|
For
|
HOPE COCHRAN
|
||
|
For
|
DWIGHT MERRIMAN
|
||
|
For
|
For
|
2. Approval, on a non-binding advisory basis, of the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MOTOROLA SOLUTIONS, INC.
|
5/16/23
|
MSI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one-year term: Gregory Q. Brown
|
||
|
For
|
1b. Election of Director for a one-year term: Kenneth D. Denman
|
||
|
For
|
1c. Election of Director for a one-year term: Egon P. Durban
|
||
|
For
|
1d. Election of Director for a one-year term: Ayanna M. Howard
|
||
|
For
|
1e. Election of Director for a one-year term: Clayton M. Jones
|
||
|
For
|
1f. Election of Director for a one-year term: Judy C. Lewent
|
||
|
For
|
1g. Election of Director for a one-year term: Gregory K. Mondre
|
||
|
For
|
1h. Election of Director for a one-year term: Joseph M. Tucci
|
||
|
For
|
For
|
2. Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory Approval of the Company’s Executive Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Approval of the Frequency of the Advisory Vote to Approve the Company’s Executive Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MSCI INC.
|
4/25/23
|
MSCI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Henry A. Fernandez
|
||
|
For
|
1b. Election of Director: Robert G. Ashe
|
||
|
For
|
1c. Election of Director: Wayne Edmunds
|
||
|
For
|
1d. Election of Director: Catherine R. Kinney
|
||
|
For
|
1e. Election of Director: Robin Matlock
|
||
|
For
|
1f. Election of Director: Jacques P. Perold
|
||
|
For
|
1g. Election of Director: C.D. Baer Pettit
|
||
|
For
|
1h. Election of Director: Sandy C. Rattray
|
||
|
For
|
1i. Election of Director: Linda H. Riefler
|
||
|
For
|
1j. Election of Director: Marcus L. Smith
|
||
|
For
|
1k. Election of Director: Rajat Taneja
|
||
|
For
|
1l. Election of Director: Paula Volent
|
||
|
For
|
For
|
2. To approve, by non-binding vote, our executive compensation, as described in these proxy materials.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend, by non-binding vote, the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of PricewaterhouseCoopers LLP as independent auditor.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NETAPP, INC.
|
9/9/22
|
NTAP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: T. Michael Nevens
|
||
|
For
|
1b. Election of Director: Deepak Ahuja
|
||
|
For
|
1c. Election of Director: Gerald Held
|
||
|
For
|
1d. Election of Director: Kathryn M. Hill
|
||
|
For
|
1e. Election of Director: Deborah L. Kerr
|
||
|
For
|
1f. Election of Director: George Kurian
|
||
|
For
|
1g. Election of Director: Carrie Palin
|
||
|
For
|
1h. Election of Director: Scott F. Schenkel
|
||
|
For
|
1i. Election of Director: George T. Shaheen
|
||
|
For
|
For
|
2. To hold an advisory vote to approve Named Executive Officer compensation.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Deloitte & Touche LLP as NetApp’s independent registered public accounting firm for the fiscal year ending April 28, 2023.
|
Issuer
|
|
Against
|
Against
|
4. To approve a stockholder proposal regarding Special Shareholder Meeting Improvement.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NIKE, INC.
|
9/9/22
|
NKE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class B Director: Alan B. Graf, Jr.
|
||
|
For
|
1b. Election of Class B Director: Peter B. Henry
|
||
|
For
|
1c. Election of Class B Director: Michelle A. Peluso
|
||
|
For
|
For
|
2. To approve executive compensation by an advisory vote.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
4. To approve the amendment of the NIKE, Inc. Employee Stock Purchase Plan to increase authorized shares.
|
Issuer
|
|
Against
|
Against
|
5. To consider a shareholder proposal regarding a policy on China sourcing, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NORTHROP GRUMMAN CORPORATION
|
5/17/23
|
NOC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Kathy J. Warden
|
||
|
For
|
1b. Election of Director: David P. Abney
|
||
|
For
|
1c. Election of Director: Marianne C. Brown
|
||
|
For
|
1d. Election of Director: Ann M. Fudge
|
||
|
For
|
1e. Election of Director: Madeleine A. Kleiner
|
||
|
For
|
1f. Election of Director: Arvind Krishna
|
||
|
For
|
1g. Election of Director: Graham N. Robinson
|
||
|
For
|
1h. Election of Director: Kimberly A. Ross
|
||
|
For
|
1i. Election of Director: Gary Roughead
|
||
|
For
|
1j. Election of Director: Thomas M. Schoewe
|
||
|
For
|
1k. Election of Director: James S. Turley
|
||
|
For
|
1l. Election of Director: Mark A. Welsh III
|
||
|
For
|
1m. Election of Director: Mary A. Winston
|
||
|
For
|
For
|
2. Proposal to approve, on an advisory basis, the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Proposal to vote on the preferred frequency of future advisory votes on the compensation of the Company’s Named Executive Officers.
|
Issuer
|
|
For
|
For
|
4. Proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s Independent Auditor for fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. Proposal to amend the Company’s Amended and Restated Certificate of Incorporation to reduce the threshold to call a special meeting of shareholders.
|
Issuer
|
|
Against
|
Against
|
6. Shareholder proposal to annually conduct an evaluation and issue a report describing the alignment of the Company’s political activities with its human rights policy.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal to provide for an independent Board chair.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NVIDIA CORPORATION
|
6/22/23
|
NVDA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Robert K. Burgess
|
||
|
For
|
1b. Election of Director: Tench Coxe
|
||
|
For
|
1c. Election of Director: John O. Dabiri
|
||
|
For
|
1d. Election of Director: Persis S. Drell
|
||
|
For
|
1e. Election of Director: Jen-Hsun Huang
|
||
|
For
|
1f. Election of Director: Dawn Hudson
|
||
|
For
|
1g. Election of Director: Harvey C. Jones
|
||
|
For
|
1h. Election of Director: Michael G. McCaffery
|
||
|
For
|
1i. Election of Director: Stephen C. Neal
|
||
|
For
|
1j. Election of Director: Mark L. Perry
|
||
|
For
|
1k. Election of Director: A. Brooke Seawell
|
||
|
For
|
1l. Election of Director: Aarti Shah
|
||
|
For
|
1m. Election of Director: Mark A. Stevens
|
||
|
For
|
For
|
2. Advisory approval of our executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of holding an advisory vote on our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
O’REILLY AUTOMOTIVE, INC.
|
5/18/23
|
ORLY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: David O’Reilly
|
||
|
For
|
1b. Election of Director: Larry O’Reilly
|
||
|
For
|
1c. Election of Director: Greg Henslee
|
||
|
For
|
1d. Election of Director: Jay D. Burchfield
|
||
|
For
|
1e. Election of Director: Thomas T. Hendrickson
|
||
|
For
|
1f. Election of Director: John R. Murphy
|
||
|
For
|
1g. Election of Director: Dana M. Perlman
|
||
|
For
|
1h. Election of Director: Maria A. Sastre
|
||
|
For
|
1i. Election of Director: Andrea M. Weiss
|
||
|
For
|
1j. Election of Director: Fred Whitfield
|
||
|
For
|
For
|
2. Advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future say on pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of appointment of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal entitled “Independent Board Chairman.”
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PALO ALTO NETWORKS, INC.
|
12/13/22
|
PANW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Dr. Helene D. Gayle
|
||
|
For
|
1b. Election of Class II Director: James J. Goetz
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending July 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the 2021 Palo Alto Networks, Inc. Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PURE STORAGE, INC.
|
6/14/23
|
PSTG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ANDREW BROWN
|
||
|
For
|
JOHN COLGROVE
|
||
|
For
|
ROXANNE TAYLOR
|
||
|
For
|
For
|
2. Ratification of the selection of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending February 4, 2024.
|
Issuer
|
|
For
|
For
|
3. An advisory vote on our named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. An advisory vote regarding the frequency of future advisory votes on our named executive officer compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
S&P GLOBAL INC.
|
5/3/23
|
SPGI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Director: Marco Alverà
|
||
|
For
|
1B. Election of Director: Jacques Esculier
|
||
|
For
|
1C. Election of Director: Gay Huey Evans
|
||
|
For
|
1D. Election of Director: William D. Green
|
||
|
For
|
1E. Election of Director: Stephanie C. Hill
|
||
|
For
|
1F. Election of Director: Rebecca Jacoby
|
||
|
For
|
1G. Election of Director: Robert P. Kelly
|
||
|
For
|
1H. Election of Director: Ian P. Livingston
|
||
|
For
|
1I. Election of Director: Deborah D. McWhinney
|
||
|
For
|
1J. Election of Director: Maria R. Morris
|
||
|
For
|
1K. Election of Director: Douglas L. Peterson
|
||
|
For
|
1L. Election of Director: Richard E. Thornburgh
|
||
|
For
|
1M. Election of Director: Gregory Washington
|
||
|
For
|
For
|
2. Approve, on an advisory basis, the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approve, on an advisory basis, the frequency on which the Company conducts an advisory vote on the executive compensation program for the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of Ernst & Young LLP as the Company’s independent auditor for 2023;
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SANOFI SA
|
5/25/23
|
SNY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1 APPROVE FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 3.56 PER SHARE
|
Issuer
|
|
For
|
4 ELECT FREDERIC OUDEA AS DIRECTOR
|
||
|
For
|
For
|
5 APPROVE COMPENSATION REPORT OF CORPORATE OFFICERS
|
Issuer
|
|
For
|
For
|
6 APPROVE COMPENSATION OF SERGE WEINBERG, CHAIRMAN OF THE BOARD
|
Issuer
|
|
For
|
For
|
7 APPROVE COMPENSATION OF PAUL HUDSON, CEO
|
Issuer
|
|
For
|
For
|
8 APPROVE REMUNERATION OF DIRECTORS IN THE AGGREGATE AMOUNT OF EUR 2.5 MILLION
|
Issuer
|
|
For
|
For
|
9 APPROVE REMUNERATION POLICY OF DIRECTORS
|
Issuer
|
|
For
|
For
|
10 APPROVE REMUNERATION POLICY OF CHAIRMAN OF THE BOARD
|
Issuer
|
|
For
|
For
|
11 APPROVE REMUNERATION POLICY OF CEO
|
Issuer
|
|
For
|
For
|
12 RENEW APPOINTMENT OF PRICEWATERHOUSECOOPERS AUDIT AS AUDITOR
|
Issuer
|
|
For
|
For
|
13 RATIFY CHANGE LOCATION OF REGISTERED OFFICE TO 46, AVENUE DE LA GRANDE ARMEE, 75017 PARIS AND AMEND ARTICLE 4 OF BYLAWS ACCORDINGLY
|
Issuer
|
|
For
|
For
|
14 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF ISSUED SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA CANCELLATION OF REPURCHASED SHARES
|
Issuer
|
|
For
|
For
|
16 AUTHORIZE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 997 MILLION
|
Issuer
|
|
For
|
For
|
17 AUTHORIZE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION
|
Issuer
|
|
For
|
For
|
18 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES FOR PRIVATE PLACEMENTS, UP TO AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION
|
Issuer
|
|
For
|
For
|
19 APPROVE ISSUANCE OF DEBT SECURITIES GIVING ACCESS TO NEW SHARES OF SUBSIDIARIES AND/OR DEBT SECURITIES, UP TO AGGREGATE AMOUNT OF EUR 7 BILLION
|
Issuer
|
|
For
|
For
|
20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE EVENT OF ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER VOTE UNDER ITEMS 16-18
|
Issuer
|
|
For
|
For
|
21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS IN KIND
|
Issuer
|
|
For
|
For
|
22 AUTHORIZE CAPITALIZATION OF RESERVES OF UP TO EUR 500 MILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE
|
Issuer
|
|
For
|
For
|
23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN EMPLOYEE STOCK PURCHASE PLANS
|
Issuer
|
|
For
|
For
|
24 AUTHORIZE FILING OF REQUIRED DOCUMENTS/OTHER FORMALITIES
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
|
4/5/23
|
SLB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Peter Coleman
|
||
|
For
|
1b. Election of Director: Patrick de La Chevardière
|
||
|
For
|
1c. Election of Director: Miguel Galuccio
|
||
|
For
|
1d. Election of Director: Olivier Le Peuch
|
||
|
For
|
1e. Election of Director: Samuel Leupold
|
||
|
For
|
1f. Election of Director: Tatiana Mitrova
|
||
|
For
|
1g. Election of Director: Maria Moraeus Hanssen
|
||
|
For
|
1h. Election of Director: Vanitha Narayanan
|
||
|
For
|
1i. Election of Director: Mark Papa
|
||
|
For
|
1j. Election of Director: Jeff Sheets
|
||
|
For
|
1k. Election of Director: Ulrich Spiesshofer
|
||
|
1 Year
|
1 Year
|
2. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Abstain
|
For
|
3. Advisory approval of our executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of our consolidated balance sheet at December 31, 2022; our consolidated statement of income for the year ended December 31, 2022; and the declarations of dividends by our Board of
Directors in 2022, as reflected in our 2022 Annual Report to Shareholders.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SERVICENOW, INC.
|
6/1/23
|
NOW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Susan L. Bostrom
|
||
|
For
|
1b. Election of Director: Teresa Briggs
|
||
|
For
|
1c. Election of Director: Jonathan C. Chadwick
|
||
|
For
|
1d. Election of Director: Paul E. Chamberlain
|
||
|
For
|
1e. Election of Director: Lawrence J. Jackson, Jr.
|
||
|
For
|
1f. Election of Director: Frederic B. Luddy
|
||
|
For
|
1g. Election of Director: William R. McDermott
|
||
|
For
|
1h. Election of Director: Jeffrey A. Miller
|
||
|
For
|
1i. Election of Director: Joseph “Larry” Quinlan
|
||
|
For
|
1j. Election of Director: Anita M. Sands
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our Named Executive Officers (“Say-on-Pay”).
|
Issuer
|
|
For
|
For
|
3. To ratify PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
4. To approve the Amended and Restated 2021 Equity Incentive Plan to increase the number of shares reserved for issuance.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SPDR SERIES TRUST
|
9/15/22
|
XME
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
CLARE S. RICHER
|
||
|
For
|
SANDRA G. SPONEM
|
||
|
For
|
KRISTI L. ROWSELL
|
||
|
For
|
GUNJAN CHAUHAN
|
||
|
For
|
CAROLYN M. CLANCY
|
||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STMICROELECTRONICS NV
|
5/24/23
|
STM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
3 APPROVE REMUNERATION REPORT
|
Issuer
|
|
For
|
For
|
4 ADOPT FINANCIAL STATEMENTS AND STATUTORY REPORTS
|
Issuer
|
|
For
|
For
|
5 APPROVE DIVIDENDS
|
Issuer
|
|
For
|
For
|
6 APPROVE DISCHARGE OF MANAGEMENT BOARD
|
Issuer
|
|
For
|
For
|
7 APPROVE DISCHARGE OF SUPERVISORY BOARD
|
Issuer
|
|
For
|
For
|
8 APPROVE GRANT OF UNVESTED STOCK AWARDS TO JEAN-MARC CHERY AS PRESIDENT AND CEO
|
Issuer
|
|
For
|
9 REELECT YANN DELABRIERE TO SUPERVISORY BOARD
|
||
|
For
|
10 REELECT ANA DE PRO GONZALO TO SUPERVISORY BOARD
|
||
|
For
|
11 REELECT FREDERIC SANCHEZ TO SUPERVISORY BOARD
|
||
|
For
|
12 REELECT MAURIZIO TAMAGNINI TO SUPERVISORY BOARD
|
||
|
For
|
13 ELECT HELENE VLETTER-VAN DORT TO SUPERVISORY BOARD
|
||
|
For
|
14 ELECT PAOLO VISCA TO SUPERVISORY BOARD
|
||
|
For
|
For
|
15 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF ISSUED SHARE CAPITAL
|
Issuer
|
|
For
|
For
|
16 GRANT BOARD AUTHORITY TO ISSUE SHARES UP TO 10 PERCENT OF ISSUED CAPITAL AND EXCLUDE PRE-EMPTIVE RIGHTS
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STRYKER CORPORATION
|
5/10/23
|
SYK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mary K. Brainerd
|
||
|
For
|
1b. Election of Director: Giovanni Caforio, M.D.
|
||
|
For
|
1c. Election of Director: Srikant M. Datar, Ph.D.
|
||
|
For
|
1d. Election of Director: Allan C. Golston
|
||
|
For
|
1e. Election of Director: Kevin A. Lobo (Chair of the Board, Chief Executive Officer and President)
|
||
|
For
|
1f. Election of Director: Sherilyn S. McCoy (Lead Independent Director)
|
||
|
For
|
1g. Election of Director: Andrew K. Silvernail
|
||
|
For
|
1h. Election of Director: Lisa M. Skeete Tatum
|
||
|
For
|
1i. Election of Director: Ronda E. Stryker
|
||
|
For
|
1j. Election of Director: Rajeev Suri
|
||
|
For
|
For
|
2. Ratification of Appointment of Ernst & Young LLP as Our Independent Registered Public Accounting Firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Future Advisory Votes on Named Executive Officer Compensation.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal on Political Disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SYNOPSYS, INC.
|
4/12/23
|
SNPS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Aart J. de Geus
|
||
|
For
|
1b. Election of Director: Luis Borgen
|
||
|
For
|
1c. Election of Director: Marc N. Casper
|
||
|
For
|
1d. Election of Director: Janice D. Chaffin
|
||
|
For
|
1e. Election of Director: Bruce R. Chizen
|
||
|
For
|
1f. Election of Director: Mercedes Johnson
|
||
|
For
|
1g. Election of Director: Jeannine P. Sargent
|
||
|
For
|
1h. Election of Director: John G. Schwarz
|
||
|
For
|
1i. Election of Director: Roy Vallee
|
||
|
For
|
For
|
2. To approve our 2006 Employee Equity Incentive Plan, as amended, in order to, among other items, increase the number of shares available for issuance under the plan by 3,300,000 shares.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory basis, the frequency of an advisory vote on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the Proxy Statement.
|
Issuer
|
|
For
|
For
|
5. To ratify the selection of KPMG LLP as our independent registered public accounting firm for the fiscal year ending October 28, 2023.
|
Issuer
|
|
Against
|
Against
|
6. To vote on a stockholder proposal regarding special stockholder meetings, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SYSCO CORPORATION
|
11/18/22
|
SYY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Daniel J. Brutto
|
||
|
For
|
1b. Election of Director: Ali Dibadj
|
||
|
For
|
1c. Election of Director: Larry C. Glasscock
|
||
|
For
|
1d. Election of Director: Jill M. Golder
|
||
|
For
|
1e. Election of Director: Bradley M. Halverson
|
||
|
For
|
1f. Election of Director: John M. Hinshaw
|
||
|
For
|
1g. Election of Director: Kevin P. Hourican
|
||
|
For
|
1h. Election of Director: Hans-Joachim Koerber
|
||
|
For
|
1i. Election of Director: Alison Kenney Paul
|
||
|
For
|
1j. Election of Director: Edward D. Shirley
|
||
|
For
|
1k. Election of Director: Sheila G. Talton
|
||
|
Against
|
For
|
2. To approve, by advisory vote, the compensation paid to Sysco’s named executive officers, as disclosed in Sysco’s 2022 proxy statement.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as Sysco’s independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
Against
|
Against
|
4. To consider a stockholder proposal, if properly presented at the meeting, related to a third party civil rights audit.
|
Security Holder
|
|
Against
|
Against
|
5. To consider a stockholder proposal, if properly presented at the meeting, related to third party assessments of supply chain risks.
|
Security Holder
|
|
For
|
None
|
6. To consider a stockholder proposal, if properly presented at the meeting, related to a report on the reduction of plastic packaging use.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TESLA, INC.
|
8/4/22
|
TSLA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Ira Ehrenpreis
|
||
|
For
|
1.2 Election of Director: Kathleen Wilson-Thompson
|
||
|
For
|
For
|
2. Tesla proposal for adoption of amendments to certificate of incorporation to reduce director terms to two years.
|
Issuer
|
|
For
|
For
|
3. Tesla proposal for adoption of amendments to certificate of incorporation and bylaws to eliminate applicable supermajority voting requirements.
|
Issuer
|
|
For
|
For
|
4. Tesla proposal for adoption of amendments to certificate of incorporation to increase the number of authorized shares of common stock by 4,000,000,000 shares.
|
Issuer
|
|
For
|
For
|
5. Tesla proposal to ratify the appointment of independent registered public accounting firm.
|
Issuer
|
|
For
|
Against
|
6. Stockholder proposal regarding proxy access.
|
Security Holder
|
|
For
|
Against
|
7. Stockholder proposal regarding annual reporting on anti-discrimination and harassment efforts.
|
Security Holder
|
|
For
|
Against
|
8. Stockholder proposal regarding annual reporting on Board diversity.
|
Security Holder
|
|
For
|
Against
|
9. Stockholder proposal regarding reporting on employee arbitration.
|
Security Holder
|
|
For
|
Against
|
10. Stockholder proposal regarding reporting on lobbying.
|
Security Holder
|
|
For
|
Against
|
11. Stockholder proposal regarding adoption of a freedom of association and collective bargaining policy.
|
Security Holder
|
|
For
|
Against
|
12. Stockholder proposal regarding additional reporting on child labor.
|
Security Holder
|
|
For
|
Against
|
13. Stockholder proposal regarding additional reporting on water risk.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE COCA-COLA COMPANY
|
4/25/23
|
KO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Herb Allen
|
||
|
For
|
1b. Election of Director: Marc Bolland
|
||
|
For
|
1c. Election of Director: Ana Botín
|
||
|
For
|
1d. Election of Director: Christopher C. Davis
|
||
|
For
|
1e. Election of Director: Barry Diller
|
||
|
For
|
1f. Election of Director: Carolyn Everson
|
||
|
For
|
1g. Election of Director: Helene D. Gayle
|
||
|
For
|
1h. Election of Director: Alexis M. Herman
|
||
|
For
|
1i. Election of Director: Maria Elena Lagomasino
|
||
|
For
|
1j. Election of Director: Amity Millhiser
|
||
|
For
|
1k. Election of Director: James Quincey
|
||
|
For
|
1l. Election of Director: Caroline J. Tsay
|
||
|
For
|
1m. Election of Director: David B. Weinberg
|
||
|
Against
|
For
|
2. Advisory vote to approve executive compensation
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes to approve executive compensation
|
Issuer
|
|
Against
|
For
|
4. Ratify the appointment of Ernst & Young LLP as independent Auditors of the Company to serve for the 2023 fiscal year
|
Security Holder
|
|
Against
|
Against
|
5. Shareowner proposal requesting an audit of the Company’s impact on nonwhite stakeholders
|
Security Holder
|
|
Against
|
Against
|
6. Shareowner proposal requesting a global transparency report
|
Security Holder
|
|
Against
|
Against
|
7. Shareowner proposal regarding political expenditures values alignment
|
Security Holder
|
|
For
|
Against
|
8. Shareowner proposal requesting an independent Board chair policy
|
Security Holder
|
|
Against
|
Against
|
9. Shareowner proposal requesting a report on risks from state policies restricting reproductive rights
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE ESTEE LAUDER COMPANIES INC.
|
11/18/22
|
EL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Ronald S. Lauder
|
||
|
For
|
1b. Election of Class II Director: William P. Lauder
|
||
|
For
|
1c. Election of Class II Director: Richard D. Parsons
|
||
|
For
|
1d. Election of Class II Director: Lynn Forester de Rothschild
|
||
|
For
|
1e. Election of Class II Director: Jennifer Tejada
|
||
|
For
|
1f. Election of Class II Director: Richard F. Zannino
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers LLP as independent auditors for the 2023 fiscal year.
|
Issuer
|
|
Against
|
For
|
3. Advisory vote to approve executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE HOME DEPOT, INC.
|
5/18/23
|
HD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Gerard J. Arpey
|
||
|
For
|
1b. Election of Director: Ari Bousbib
|
||
|
For
|
1c. Election of Director: Jeffery H. Boyd
|
||
|
For
|
1d. Election of Director: Gregory D. Brenneman
|
||
|
For
|
1e. Election of Director: J. Frank Brown
|
||
|
For
|
1f. Election of Director: Albert P. Carey
|
||
|
For
|
1g. Election of Director: Edward P. Decker
|
||
|
For
|
1h. Election of Director: Linda R. Gooden
|
||
|
For
|
1i. Election of Director: Wayne M. Hewett
|
||
|
For
|
1j. Election of Director: Manuel Kadre
|
||
|
For
|
1k. Election of Director: Stephanie C. Linnartz
|
||
|
For
|
1l. Election of Director: Paula Santilli
|
||
|
For
|
1m. Election of Director: Caryn Seidman-Becker
|
||
|
For
|
For
|
2. Ratification of the Appointment of KPMG LLP
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Executive Compensation (“Say-on-Pay”)
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Future Say-on-Pay Votes
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal Regarding Amendment of Shareholder Written Consent Right
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal Regarding Independent Board Chair
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal Regarding Political Contributions Congruency Analysis
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal Regarding Rescission of Racial Equity Audit Proposal Vote
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal Regarding Senior Management Commitment to Avoid Political Speech
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE PROCTER & GAMBLE COMPANY
|
10/11/22
|
PG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: B. Marc Allen
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Angela F. Braly
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Amy L. Chang
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Joseph Jimenez
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Christopher Kempczinski
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Debra L. Lee
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Terry J. Lundgren
|
||
|
For
|
1h. ELECTION OF DIRECTOR: Christine M. McCarthy
|
||
|
For
|
1i. ELECTION OF DIRECTOR: Jon R. Moeller
|
||
|
For
|
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam
|
||
|
For
|
1k. ELECTION OF DIRECTOR: Patricia A. Woertz
|
||
|
For
|
For
|
2. Ratify Appointment of the Independent Registered Public Accounting Firm
|
Issuer
|
|
Against
|
For
|
3. Advisory Vote to Approve the Company’s Executive Compensation (the “Say on Pay” vote)
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE TJX COMPANIES, INC.
|
6/6/23
|
TJX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: José B. Alvarez
|
||
|
For
|
1b. Election of Director: Alan M. Bennett
|
||
|
For
|
1c. Election of Director: Rosemary T. Berkery
|
||
|
For
|
1d. Election of Director: David T. Ching
|
||
|
For
|
1e. Election of Director: C. Kim Goodwin
|
||
|
For
|
1f. Election of Director: Ernie Herrman
|
||
|
For
|
1g. Election of Director: Amy B. Lane
|
||
|
For
|
1h. Election of Director: Carol Meyrowitz
|
||
|
For
|
1i. Election of Director: Jackwyn L. Nemerov
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers as TJX’s independent registered public accounting firm for fiscal 2024.
|
Issuer
|
|
For
|
For
|
3. Advisory approval of TJX’s executive compensation (the say-on-pay vote).
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory approval of the frequency of TJX’s say-on-pay votes.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal for a report on effectiveness of social compliance efforts in TJX’s supply chain.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder proposal for a report on risk to TJX from supplier misclassification of supplier’s employees.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder proposal to adopt a paid sick leave policy for all Associates.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THERMO FISHER SCIENTIFIC INC.
|
5/24/23
|
TMO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Marc N. Casper
|
||
|
For
|
1b. Election of Director: Nelson J. Chai
|
||
|
For
|
1c. Election of Director: Ruby R. Chandy
|
||
|
For
|
1d. Election of Director: C. Martin Harris
|
||
|
For
|
1e. Election of Director: Tyler Jacks
|
||
|
For
|
1f. Election of Director: R. Alexandra Keith
|
||
|
For
|
1g. Election of Director: James C. Mullen
|
||
|
For
|
1h. Election of Director: Lars R. Sørensen
|
||
|
For
|
1i. Election of Director: Debora L. Spar
|
||
|
For
|
1j. Election of Director: Scott M. Sperling
|
||
|
For
|
1k. Election of Director: Dion J. Weisler
|
||
|
For
|
For
|
2. An advisory vote to approve named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. An advisory vote on the frequency of future named executive officer advisory votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the Audit Committee’s selection of PricewaterhouseCoopers LLP as the Company’s independent auditors for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of the Company’s Amended and Restated 2013 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
6. Approval of the Company’s 2023 Global Employee Stock Purchase Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UBER TECHNOLOGIES, INC.
|
5/8/23
|
UBER
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Ronald Sugar
|
||
|
For
|
1b. Election of Director: Revathi Advaithi
|
||
|
For
|
1c. Election of Director: Ursula Burns
|
||
|
For
|
1d. Election of Director: Robert Eckert
|
||
|
For
|
1e. Election of Director: Amanda Ginsberg
|
||
|
For
|
1f. Election of Director: Dara Khosrowshahi
|
||
|
For
|
1g. Election of Director: Wan Ling Martello
|
||
|
For
|
1h. Election of Director: John Thain
|
||
|
For
|
1i. Election of Director: David Trujillo
|
||
|
For
|
1j. Election of Director: Alexander Wynaendts
|
||
|
For
|
For
|
2. Advisory vote to approve 2022 named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
Against
|
Against
|
4. Stockholder proposal to prepare an independent third-party audit on Driver health and safety.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNITED RENTALS, INC.
|
5/4/23
|
URI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: José B. Alvarez
|
||
|
For
|
1b. Election of Director: Marc A. Bruno
|
||
|
For
|
1c. Election of Director: Larry D. De Shon
|
||
|
For
|
1d. Election of Director: Matthew J. Flannery
|
||
|
For
|
1e. Election of Director: Bobby J. Griffin
|
||
|
For
|
1f. Election of Director: Kim Harris Jones
|
||
|
For
|
1g. Election of Director: Terri L. Kelly
|
||
|
For
|
1h. Election of Director: Michael J. Kneeland
|
||
|
For
|
1i. Election of Director: Francisco J. Lopez-Balboa
|
||
|
For
|
1j. Election of Director: Gracia C. Martore
|
||
|
For
|
1k. Election of Director: Shiv Singh
|
||
|
For
|
For
|
2. Ratification of Appointment of Public Accounting Firm.
|
Issuer
|
|
For
|
For
|
3. Advisory Approval of Executive Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on Frequency of Executive Compensation Vote.
|
Issuer
|
|
For
|
For
|
5. Company Proposal to Improve Shareholder Written Consent (Amend Certificate of Incorporation to Reduce Threshold to 15%).
|
Issuer
|
|
Against
|
Against
|
6. Stockholder Proposal to Improve Shareholder Written Consent.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNITEDHEALTH GROUP INCORPORATED
|
6/5/23
|
UNH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Timothy Flynn
|
||
|
For
|
1b. Election of Director: Paul Garcia
|
||
|
For
|
1c. Election of Director: Kristen Gil
|
||
|
For
|
1d. Election of Director: Stephen Hemsley
|
||
|
For
|
1e. Election of Director: Michele Hooper
|
||
|
For
|
1f. Election of Director: F. William McNabb III
|
||
|
For
|
1g. Election of Director: Valerie Montgomery Rice, M.D.
|
||
|
For
|
1h. Election of Director: John Noseworthy, M.D.
|
||
|
For
|
1i. Election of Director: Andrew Witty
|
||
|
For
|
For
|
2. Advisory approval of the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory approval of the frequency of holding future say-on-pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal seeking a third-party racial equity audit.
|
Security Holder
|
|
Against
|
Against
|
6. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal requiring a political contributions congruency report.
|
Security Holder
|
|
Against
|
Against
|
7. If properly presented at the 2023 Annual Meeting of Shareholders, the shareholder proposal seeking shareholder ratification of termination pay.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERTEX PHARMACEUTICALS INCORPORATED
|
5/17/23
|
VRTX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Sangeeta Bhatia
|
||
|
For
|
1.2 Election of Director: Lloyd Carney
|
||
|
For
|
1.3 Election of Director: Alan Garber
|
||
|
For
|
1.4 Election of Director: Terrence Kearney
|
||
|
For
|
1.5 Election of Director: Reshma Kewalramani
|
||
|
For
|
1.6 Election of Director: Jeffrey Leiden
|
||
|
For
|
1.7 Election of Director: Diana McKenzie
|
||
|
For
|
1.8 Election of Director: Bruce Sachs
|
||
|
For
|
1.9 Election of Director: Suketu Upadhyay
|
||
|
For
|
For
|
2. Ratification of Ernst & Young LLP as independent Registered Public Accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve named executive office compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VISA INC.
|
1/24/23
|
V
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Lloyd A. Carney
|
||
|
For
|
1b. Election of Director: Kermit R. Crawford
|
||
|
For
|
1c. Election of Director: Francisco Javier Fernández-Carbajal
|
||
|
For
|
1d. Election of Director: Alfred F. Kelly, Jr.
|
||
|
For
|
1e. Election of Director: Ramon Laguarta
|
||
|
For
|
1f. Election of Director: Teri L. List
|
||
|
For
|
1g. Election of Director: John F. Lundgren
|
||
|
For
|
1h. Election of Director: Denise M. Morrison
|
||
|
For
|
1i. Election of Director: Linda J. Rendle
|
||
|
For
|
1j. Election of Director: Maynard G. Webb, Jr.
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation paid to our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To hold an advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Against
|
Against
|
5. To vote on a stockholder proposal requesting an independent board chair policy.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WALMART INC.
|
5/31/23
|
WMT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Cesar Conde
|
||
|
For
|
1b. Election of Director: Timothy P. Flynn
|
||
|
For
|
1c. Election of Director: Sarah J. Friar
|
||
|
For
|
1d. Election of Director: Carla A. Harris
|
||
|
For
|
1e. Election of Director: Thomas W. Horton
|
||
|
For
|
1f. Election of Director: Marissa A. Mayer
|
||
|
For
|
1g. Election of Director: C. Douglas McMillon
|
||
|
For
|
1h. Election of Director: Gregory B. Penner
|
||
|
For
|
1i. Election of Director: Randall L. Stephenson
|
||
|
For
|
1j. Election of Director: S. Robson Walton
|
||
|
For
|
1k. Election of Director: Steuart L. Walton
|
||
|
1 Year
|
1 Year
|
2. Advisory Vote on the Frequency of Future Say-On-Pay Votes.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote to Approve Named Executive Officer Compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of Ernst & Young LLP as Independent Accountants.
|
Issuer
|
|
Against
|
Against
|
5. Policy Regarding Worker Pay in Executive Compensation.
|
Security Holder
|
|
Against
|
Against
|
6. Report on Human Rights Due Diligence.
|
Security Holder
|
|
Against
|
Against
|
7. Racial Equity Audit.
|
Security Holder
|
|
Against
|
Against
|
8. Racial and Gender Layoff Diversity Report.
|
Security Holder
|
|
Against
|
Against
|
9. Request to Require Shareholder Approval of Certain Future Bylaw Amendments.
|
Security Holder
|
|
Against
|
Against
|
10. Report on Reproductive Rights and Data Privacy.
|
Security Holder
|
|
Against
|
Against
|
11. Communist China Risk Audit.
|
Security Holder
|
|
Against
|
Against
|
12. Workplace Safety & Violence Review.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WASTE MANAGEMENT, INC.
|
5/9/23
|
WM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Bruce E. Chinn
|
||
|
For
|
1b. Election of Director: James C. Fish, Jr.
|
||
|
For
|
1c. Election of Director: Andrés R. Gluski
|
||
|
For
|
1d. Election of Director: Victoria M. Holt
|
||
|
For
|
1e. Election of Director: Kathleen M. Mazzarella
|
||
|
For
|
1f. Election of Director: Sean E. Menke
|
||
|
For
|
1g. Election of Director: William B. Plummer
|
||
|
For
|
1h. Election of Director: John C. Pope
|
||
|
For
|
1i. Election of Director: Maryrose T. Sylvester
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of our executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To recommend the frequency of future advisory votes on our executive compensation.
|
Issuer
|
|
For
|
For
|
5. Approval of our 2023 Stock Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WORKDAY, INC.
|
6/22/23
|
WDAY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Christa Davies
|
||
|
For
|
1b. Election of Class II Director: Wayne A.I. Frederick, M.D.
|
||
|
For
|
1c. Election of Class II Director: Mark J. Hawkins
|
||
|
For
|
1d. Election of Class II Director: George J. Still, Jr.
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Workday’s independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers as disclosed in the Proxy Statement.
|
Issuer
|
|
Against
|
Against
|
4. To consider and vote upon a stockholder proposal regarding amendment of our Bylaws.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
XYLEM INC.
|
5/11/23
|
XYL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Proposal to approve the issuance of shares of Xylem Inc. common stock to the holders of Evoqua Water Technologies Corp. common stock pursuant to the terms and conditions of that certain
Agreement and Plan of Merger, dated as of January 22, 2023, by and among Xylem Inc., Fore Merger Sub, Inc. and Evoqua Water Technologies Corp.
|
Issuer
|
|
For
|
For
|
2. Proposal to approve the adjournment of the Xylem Inc. special meeting of shareholders to a later date or time, as necessary or appropriate, in the event there are insufficient votes at the
special meeting of shareholders to approve the Share Issuance Proposal.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
XYLEM INC.
|
5/18/23
|
XYL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Jeanne Beliveau-Dunn
|
||
|
For
|
1b. Election of Director: Patrick K. Decker
|
||
|
For
|
1c. Election of Director: Earl R. Ellis
|
||
|
For
|
1d. Election of Director: Robert F. Friel
|
||
|
For
|
1e. Election of Director: Victoria D. Harker
|
||
|
For
|
1f. Election of Director: Steven R. Loranger
|
||
|
For
|
1g. Election of Director: Mark D. Morelli
|
||
|
For
|
1h. Election of Director: Jerome A. Peribere
|
||
|
For
|
1i. Election of Director: Lila Tretikov
|
||
|
For
|
1j. Election of Director: Uday Yadav
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Against
|
Against
|
4. Shareholder proposal requesting a policy requiring an independent board chair, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
YUM! BRANDS, INC.
|
5/18/23
|
YUM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Paget L. Alves
|
||
|
For
|
1b. Election of Director: Keith Barr
|
||
|
For
|
1c. Election of Director: Christopher M. Connor
|
||
|
For
|
1d. Election of Director: Brian C. Cornell
|
||
|
For
|
1e. Election of Director: Tanya L. Domier
|
||
|
For
|
1f. Election of Director: David W. Gibbs
|
||
|
For
|
1g. Election of Director: Mirian M. Graddick-Weir
|
||
|
For
|
1h. Election of Director: Thomas C. Nelson
|
||
|
For
|
1i. Election of Director: P. Justin Skala
|
||
|
For
|
1j. Election of Director: Annie Young-Scrivner
|
||
|
For
|
For
|
2. Ratification of Independent Auditors.
|
Issuer
|
|
For
|
For
|
3. Advisory Vote on Executive Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Vote on the Frequency of Votes on Executive Compensation.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder Proposal Regarding Issuance of a Report on Efforts to Reduce Plastics Use.
|
Security Holder
|
|
Against
|
Against
|
6. Shareholder Proposal Regarding Issuance of Annual Report on Lobbying.
|
Security Holder
|
|
Against
|
Against
|
7. Shareholder Proposal Regarding Issuance of Civil Rights and Nondiscrimination Audit Report.
|
Security Holder
|
|
Against
|
Against
|
8. Shareholder Proposal Regarding Disclosure of Share Retention Policies for Named Executive Officers Through Normal Retirement Age.
|
Security Holder
|
|
Against
|
Against
|
9. Shareholder Proposal Regarding Issuance of Report on Paid Sick Leave.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ZIMMER BIOMET HOLDINGS, INC.
|
5/12/23
|
ZBH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Christopher B. Begley
|
||
|
For
|
1b. Election of Director: Betsy J. Bernard
|
||
|
For
|
1c. Election of Director: Michael J. Farrell
|
||
|
For
|
1d. Election of Director: Robert A. Hagemann
|
||
|
For
|
1e. Election of Director: Bryan C. Hanson
|
||
|
For
|
1f. Election of Director: Arthur J. Higgins
|
||
|
For
|
1g. Election of Director: Maria Teresa Hilado
|
||
|
For
|
1h. Election of Director: Syed Jafry
|
||
|
For
|
1i. Election of Director: Sreelakshmi Kolli
|
||
|
For
|
1j. Election of Director: Michael W. Michelson
|
||
|
For
|
For
|
2. Ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2023
|
Issuer
|
|
For
|
For
|
3. Approve, on a non-binding advisory basis, named executive officer compensation (“Say on Pay”)
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approve, on a non-binding advisory basis, the frequency of future Say on Pay votes
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ZOETIS INC.
|
5/18/23
|
ZTS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Paul M. Bisaro
|
||
|
For
|
1b. Election of Director: Vanessa Broadhurst
|
||
|
For
|
1c. Election of Director: Frank A. D’Amelio
|
||
|
For
|
1d. Election of Director: Michael B. McCallister
|
||
|
For
|
1e. Election of Director: Gregory Norden
|
||
|
For
|
1f. Election of Director: Louise M. Parent
|
||
|
For
|
1g. Election of Director: Kristin C. Peck
|
||
|
For
|
1h. Election of Director: Robert W. Scully
|
||
|
For
|
For
|
2. Advisory vote to approve our executive compensation.
|
Issuer
|
|
Against
|
For
|
3. Ratification of appointment of KPMG LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
4. Approval of an amendment to our Restated Certificate of Incorporation to create a right to call a special meeting.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal regarding ability to call a special meeting.
|
Security Holder
|
|
Name Of Fund:
|
Buffalo Mid Cap Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ABIOMED, INC.
|
8/10/22
|
ABMD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL R. MINOGUE
|
||
|
For
|
MARTIN P. SUTTER
|
||
|
For
|
PAULA A. JOHNSON
|
||
|
For
|
For
|
2. Approval, by non-binding advisory vote, of the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AECOM
|
3/31/23
|
ACM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Bradley W. Buss
|
||
|
For
|
1.2 Election of Director: Lydia H. Kennard
|
||
|
For
|
1.3 Election of Director: Kristy Pipes
|
||
|
For
|
1.4 Election of Director: Troy Rudd
|
||
|
For
|
1.5 Election of Director: Douglas W. Stotlar
|
||
|
For
|
1.6 Election of Director: Daniel R. Tishman
|
||
|
For
|
1.7 Election of Director: Sander van ‘t Noordende
|
||
|
For
|
1.8 Election of Director: General Janet C. Wolfenbarger
|
||
|
For
|
For
|
2 Ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for Fiscal Year 2023.
|
Issuer
|
|
For
|
For
|
3 Advisory vote to approve the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4 Frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AMETEK, INC.
|
5/4/23
|
AME
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a term of three years: Thomas A. Amato
|
||
|
For
|
1b. Election of Director for a term of three years: Anthony J. Conti
|
||
|
For
|
1c. Election of Director for a term of three years: Gretchen W. McClain
|
||
|
For
|
For
|
2. Approval, by advisory vote, of the compensation of AMETEK, Inc.’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Cast an advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ASPEN TECHNOLOGY, INC.
|
12/15/22
|
AZPN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2023 Annual Meeting: Patrick M. Antkowiak
|
||
|
For
|
1b. Election of Director to hold office until the 2023 Annual Meeting: Robert E. Beauchamp
|
||
|
For
|
1c. Election of Director to hold office until the 2023 Annual Meeting: Thomas F. Bogan
|
||
|
For
|
1d. Election of Director to hold office until the 2023 Annual Meeting: Karen M. Golz
|
||
|
For
|
1e. Election of Director to hold office until the 2023 Annual Meeting: Ram R. Krishnan
|
||
|
For
|
1f. Election of Director to hold office until the 2023 Annual Meeting: Antonio J. Pietri
|
||
|
For
|
1g. Election of Director to hold office until the 2023 Annual Meeting: Arlen R. Shenkman
|
||
|
For
|
1h. Election of Director to hold office until the 2023 Annual Meeting: Jill D. Smith
|
||
|
For
|
1i. Election of Director to hold office until the 2023 Annual Meeting: Robert M. Whelan, Jr.
|
||
|
For
|
For
|
2. Ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
For
|
For
|
3. Approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approve, on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AZENTA, INC.
|
1/31/23
|
AZTA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
FRANK E. CASAL
|
||
|
For
|
ROBYN C. DAVIS
|
||
|
For
|
JOSEPH R. MARTIN
|
||
|
For
|
ERICA J. MCLAUGHLIN
|
||
|
For
|
TINA S. NOVA
|
||
|
For
|
KRISHNA G. PALEPU
|
||
|
For
|
DOROTHY E. PUHY
|
||
|
For
|
MICHAEL ROSENBLATT
|
||
|
For
|
STEPHEN S. SCHWARTZ
|
||
|
For
|
ELLEN M. ZANE
|
||
|
For
|
For
|
2. To approve by a non-binding advisory vote the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BIO-RAD LABORATORIES, INC.
|
4/25/23
|
BIO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Melinda Litherland
|
||
|
For
|
1.2 Election of Director: Arnold A. Pinkston
|
||
|
For
|
For
|
2. Proposal to ratify the selection of KPMG LLP to serve as the Company’s independent auditors.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
3 Years
|
4. Advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding political disclosure.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BIO-TECHNE CORP
|
10/27/22
|
TECH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To set the number of Directors at nine.
|
Issuer
|
|
For
|
2a. Election of Director: Robert V. Baumgartner
|
||
|
For
|
2b. Election of Director: Julie L. Bushman
|
||
|
For
|
2c. Election of Director: John L. Higgins
|
||
|
For
|
2d. Election of Director: Joseph D. Keegan
|
||
|
For
|
2e. Election of Director: Charles R. Kummeth
|
||
|
For
|
2f. Election of Director: Roeland Nusse
|
||
|
For
|
2g. Election of Director: Alpna Seth
|
||
|
For
|
2h. Election of Director: Randolph Steer
|
||
|
For
|
2i. Election of Director: Rupert Vessey
|
||
|
For
|
For
|
3. Cast a non-binding vote on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Approve an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of common stock to effect a proposed 4-for-1 stock split in the form of a stock
dividend.
|
Issuer
|
|
For
|
For
|
5. Ratify the appointment of the Company’s independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CARMAX, INC.
|
6/27/23
|
KMX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Peter J. Bensen
|
||
|
For
|
1b. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Ronald E. Blaylock
|
||
|
For
|
1c. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Sona Chawla
|
||
|
For
|
1d. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Thomas J. Folliard
|
||
|
For
|
1e. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Shira Goodman
|
||
|
For
|
1f. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: David W. McCreight
|
||
|
For
|
1g. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: William D. Nash
|
||
|
For
|
1h. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Mark F. O’Neil
|
||
|
For
|
1i. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Pietro Satriano
|
||
|
For
|
1j. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Marcella Shinder
|
||
|
For
|
1k. Election of Director for a one year term expiring at the 2024 Annual Shareholders Meeting: Mitchell D. Steenrod
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. To approve, in an advisory (non-binding) vote, the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To determine, in an advisory (non-binding) vote, whether a shareholder vote to approve the compensation of our named executive officers should occur every one, two, or three years.
|
Issuer
|
|
For
|
For
|
5. To approve the Carmax, Inc. 2002 Stock Incentive Plan, as amended and restated.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CBRE GROUP, INC.
|
5/17/23
|
CBRE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Brandon B. Boze
|
||
|
For
|
1b. Election of Director: Beth F. Cobert
|
||
|
For
|
1c. Election of Director: Reginald H. Gilyard
|
||
|
For
|
1d. Election of Director: Shira D. Goodman
|
||
|
For
|
1e. Election of Director: E.M. Blake Hutcheson
|
||
|
For
|
1f. Election of Director: Christopher T. Jenny
|
||
|
For
|
1g. Election of Director: Gerardo I. Lopez
|
||
|
For
|
1h. Election of Director: Susan Meaney
|
||
|
For
|
1i. Election of Director: Oscar Munoz
|
||
|
For
|
1j. Election of Director: Robert E. Sulentic
|
||
|
For
|
1k. Election of Director: Sanjiv Yajnik
|
||
|
For
|
For
|
2. Ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve named executive officer compensation for 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote to approve the frequency of future advisory votes on named executive officer compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding executive stock ownership retention.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CLARIVATE PLC
|
5/4/23
|
CLVT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Andrew Snyder
|
||
|
For
|
1b. Election of Director: Jonathan Gear
|
||
|
For
|
1c. Election of Director: Valeria Alberola
|
||
|
For
|
1d. Election of Director: Michael Angelakis
|
||
|
For
|
1e. Election of Director: Jane Okun Bomba
|
||
|
For
|
1f. Election of Director: Usama N. Cortas
|
||
|
For
|
1g. Election of Director: Adam T. Levyn
|
||
|
For
|
1h. Election of Director: Anthony Munk
|
||
|
For
|
1i. Election of Director: Richard W. Roedel
|
||
|
For
|
1j. Election of Director: Saurabh Saha
|
||
|
For
|
1k. Election of Director: Wendell Pritchett
|
||
|
For
|
For
|
2. APPROVAL, ON AN ADVISORY, NON-BINDING BASIS, OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
|
Issuer
|
|
For
|
For
|
3. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COPART, INC.
|
10/31/22
|
CPRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. To approve an amendment and restatement of Copart, Inc.’s Certificate of Incorporation to increase the number of shares of our common stock authorized for issuance from 400,000,000 shares to
1,600,000,000 shares, primarily to facilitate a 2-for-1 split of the Company’s common stock in the form of a stock dividend (the “Authorized Share Increase Proposal”).
|
Issuer
|
|
For
|
For
|
2. To authorize the adjournment of the special meeting, if necessary, to solicit additional proxies if there are insufficient votes in favor of the Authorized Share Increase Proposal.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COPART, INC.
|
12/2/22
|
CPRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Willis J. Johnson
|
||
|
For
|
1b. Election of Director: A. Jayson Adair
|
||
|
For
|
1c. Election of Director: Matt Blunt
|
||
|
For
|
1d. Election of Director: Steven D. Cohan
|
||
|
For
|
1e. Election of Director: Daniel J. Englander
|
||
|
For
|
1f. Election of Director: James E. Meeks
|
||
|
For
|
1g. Election of Director: Thomas N. Tryforos
|
||
|
For
|
1h. Election of Director: Diane M. Morefield
|
||
|
For
|
1i. Election of Director: Stephen Fisher
|
||
|
For
|
1j. Election of Director: Cherylyn Harley LeBon
|
||
|
For
|
1k. Election of Director: Carl D. Sparks
|
||
|
For
|
For
|
2. Advisory (non-binding) stockholder vote on executive compensation (say-on-pay vote).
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
COSTAR GROUP, INC.
|
6/8/23
|
CSGP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael R. Klein
|
||
|
For
|
1b. Election of Director: Andrew C. Florance
|
||
|
For
|
1c. Election of Director: Michael J. Glosserman
|
||
|
For
|
1d. Election of Director: John W. Hill
|
||
|
For
|
1e. Election of Director: Laura Cox Kaplan
|
||
|
For
|
1f. Election of Director: Robert W. Musslewhite
|
||
|
For
|
1g. Election of Director: Christopher J. Nassetta
|
||
|
For
|
1h. Election of Director: Louise S. Sams
|
||
|
For
|
For
|
2. Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Proposal to approve, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
Against
|
Against
|
5. Stockholder proposal regarding greenhouse gas emissions targets, if properly presented.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CROWDSTRIKE HOLDINGS, INC.
|
6/21/23
|
CRWD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOHANNA FLOWER
|
||
|
For
|
DENIS J. O’LEARY
|
||
|
For
|
GODFREY R. SULLIVAN
|
||
|
For
|
For
|
2. To ratify the selection of PricewaterhouseCoopers LLP as CrowdStrike’s independent registered public accounting firm for its fiscal year ending January 31, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DOUBLEVERIFY HOLDINGS, INC.
|
6/1/23
|
DV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
R. DAVIS NOELL
|
||
|
For
|
LUCY STAMELL DOBRIN
|
||
|
For
|
TERI L. LIST
|
||
|
1 Year
|
1 Year
|
2. Non-binding advisory vote on the frequency of future stockholder advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ELEMENT SOLUTIONS INC
|
6/6/23
|
ESI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Sir Martin E. Franklin
|
||
|
For
|
1b. Election of Director: Benjamin Gliklich
|
||
|
For
|
1c. Election of Director: Ian G.H. Ashken
|
||
|
For
|
1d. Election of Director: Elyse Napoli Filon
|
||
|
For
|
1e. Election of Director: Christopher T. Fraser
|
||
|
For
|
1f. Election of Director: Michael F. Goss
|
||
|
For
|
1g. Election of Director: Nichelle Maynard-Elliott
|
||
|
For
|
1h. Election of Director: E. Stanley O’Neal
|
||
|
For
|
For
|
2. Advisory vote to approve the Company’s 2022 executive compensation
|
Issuer
|
|
For
|
For
|
3. Approval of the Company’s 2024 Employee stock Purchase Plan
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2023
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENCOMPASS HEALTH CORPORATION
|
5/4/23
|
EHC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until 2024 Annual Meeting: Greg D. Carmichael
|
||
|
For
|
1b. Election of Director to serve until 2024 Annual Meeting: John W. Chidsey
|
||
|
For
|
1c. Election of Director to serve until 2024 Annual Meeting: Donald L. Correll
|
||
|
For
|
1d. Election of Director to serve until 2024 Annual Meeting: Joan E. Herman
|
||
|
For
|
1e. Election of Director to serve until 2024 Annual Meeting: Leslye G. Katz
|
||
|
For
|
1f. Election of Director to serve until 2024 Annual Meeting: Patricia A. Maryland
|
||
|
For
|
1g. Election of Director to serve until 2024 Annual Meeting: Kevin J. O’Connor
|
||
|
For
|
1h. Election of Director to serve until 2024 Annual Meeting: Christopher R. Reidy
|
||
|
For
|
1i. Election of Director to serve until 2024 Annual Meeting: Nancy M. Schlichting
|
||
|
For
|
1j. Election of Director to serve until 2024 Annual Meeting: Mark J. Tarr
|
||
|
For
|
1k. Election of Director to serve until 2024 Annual Meeting: Terrance Williams
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. An advisory vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future votes to approve, on an advisory basis, the named executive officers compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENDEAVOR GROUP HOLDINGS, INC.
|
6/13/23
|
EDR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
PATRICK WHITESELL
|
||
|
For
|
URSULA BURNS
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of the Amended and Restated 2021 Incentive Award Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENVISTA HOLDINGS CORPORATION
|
5/23/23
|
NVST
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
KIERAN T. GALLAHUE
|
||
|
For
|
BARBARA HULIT
|
||
|
For
|
AMIR AGHDAEI
|
||
|
For
|
VIVEK JAIN
|
||
|
For
|
DANIEL RASKAS
|
||
|
For
|
For
|
2. To ratify the selection of Ernst and Young LLP as Envista’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve on an advisory basis Envista’s named executive officer compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EPAM SYSTEMS, INC.
|
6/2/23
|
EPAM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director to hold office for a three-year term: Eugene Roman
|
||
|
For
|
1.2 Election of Class II Director to hold office for a three-year term: Jill Smart
|
||
|
For
|
1.3 Election of Class II Director to hold office for a three-year term: Ronald Vargo
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory and non-binding basis, the compensation for our named executive officers as disclosed in this Proxy Statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EQUIFAX INC.
|
5/4/23
|
EFX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Mark W. Begor
|
||
|
For
|
1b. Election of Director: Mark L. Feidler
|
||
|
For
|
1c. Election of Director: Karen L. Fichuk
|
||
|
For
|
1d. Election of Director: G. Thomas Hough
|
||
|
For
|
1e. Election of Director: Robert D. Marcus
|
||
|
For
|
1f. Election of Director: Scott A. McGregor
|
||
|
For
|
1g. Election of Director: John A. McKinley
|
||
|
For
|
1h. Election of Director: Melissa D. Smith
|
||
|
For
|
1i. Election of Director: Audrey Boone Tillman
|
||
|
For
|
1j. Election of Director: Heather H. Wilson
|
||
|
For
|
For
|
2. Advisory vote to approve named executive officer compensation (“say-on-pay”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on frequency of future say-on-pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
5. Approval of the 2023 Omnibus Incentive Plan.
|
Issuer
|
|
Against
|
Against
|
6. Shareholder proposal regarding a racial equity audit.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EURONET WORLDWIDE, INC.
|
5/18/23
|
EEFT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LIGIA TORRES FENTANES
|
||
|
For
|
DR. ANDRZEJ OLECHOWSKI
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as Euronet’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of stockholder vote on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EXPEDIA GROUP, INC.
|
5/31/23
|
EXPE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Samuel Altman (To be voted upon by the holders of Expedia Group, Inc.’s Common Stock voting as a separate class.)
|
||
|
For
|
1b. Election of Director: Beverly Anderson
|
||
|
For
|
1c. Election of Director: M. Moina Banerjee
|
||
|
For
|
1d. Election of Director: Chelsea Clinton
|
||
|
For
|
1e. Election of Director: Barry Diller
|
||
|
For
|
1f. Election of Director: Henrique Dubugras (To be voted upon by the holders of Expedia Group, Inc.’s Common Stock voting as a separate class.)
|
||
|
For
|
1g. Election of Director: Craig Jacobson
|
||
|
For
|
1h. Election of Director: Peter Kern
|
||
|
For
|
1i. Election of Director: Dara Khosrowshahi
|
||
|
For
|
1j. Election of Director: Patricia Menendez Cambo (To be voted upon by the holders of Expedia Group, Inc.’s Common Stock voting as a separate class.)
|
||
|
For
|
1k. Election of Director: Alex von Furstenberg
|
||
|
For
|
1l. Election of Director: Julie Whalen
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of Expedia Group’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes on the compensation of Expedia Group’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Approval of the Sixth Amended and Restated Expedia Group, Inc. 2005 Stock and Annual Incentive Plan, including an amendment to increase the number of shares authorized for issuance thereunder
by 6,000,000.
|
Issuer
|
|
For
|
For
|
5. Approval of the Expedia Group, Inc. 2013 Employee Stock Purchase Plan, as amended and restated, and the Expedia Group, Inc. 2013 International Stock Purchase Plan, as amended and restated,
including an amendment to increase the number of shares authorized for issuance thereunder by 1,000,000.
|
Issuer
|
|
For
|
For
|
6. Ratification of appointment of Ernst & Young LLP as Expedia Group’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
F5, INC.
|
3/9/23
|
FFIV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Marianne N. Budnik
|
||
|
For
|
1b. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Elizabeth L. Buse
|
||
|
For
|
1c. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Michael L. Dreyer
|
||
|
For
|
1d. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Alan J. Higginson
|
||
|
For
|
1e. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Peter S. Klein
|
||
|
For
|
1f. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: François Locoh-Donou
|
||
|
For
|
1g. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Nikhil Mehta
|
||
|
For
|
1h. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Michael F. Montoya
|
||
|
For
|
1i. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Marie E. Myers
|
||
|
For
|
1j. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: James M. Phillips
|
||
|
For
|
1k. Election of Director nominated by the Board to hold office until the annual meeting of shareholders for fiscal year 2023: Sripada Shivananda
|
||
|
For
|
For
|
2. Approve the F5, Inc. Incentive Plan.
|
Issuer
|
|
For
|
For
|
3. Approve the F5, Inc. Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. Ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
5. Advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
6. Advisory vote on the frequency of the advisory vote on approval of compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FLOOR & DECOR HOLDINGS, INC.
|
5/10/23
|
FND
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dwight James
|
||
|
For
|
1b. Election of Director: Melissa Kersey
|
||
|
For
|
1c. Election of Director: Peter Starrett
|
||
|
For
|
1d. Election of Director: Thomas V. Taylor Jr.
|
||
|
For
|
1e. Election of Director: George Vincent West
|
||
|
For
|
1f. Election of Director: Charles Young
|
||
|
For
|
For
|
2. Ratify the appointment of Ernst & Young LLP as independent auditors for Floor & Decor Holdings, Inc.’s (the “Company”) 2023 fiscal year.
|
Issuer
|
|
For
|
For
|
3. To approve, by non-binding vote, the compensation paid to the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the Company’s 2017 Stock Incentive Plan to increase the number of shares reserved for issuance by 4,000,000 shares, such that the total number of shares reserved for
issuance is 9,000,000 shares.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FMC CORPORATION
|
4/27/23
|
FMC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term expiring in 2024: Pierre Brondeau
|
||
|
For
|
1b. Election of Director to serve for a one-year term expiring in 2024: Eduardo E. Cordeiro
|
||
|
For
|
1c. Election of Director to serve for a one-year term expiring in 2024: Carol Anthony (John) Davidson
|
||
|
For
|
1d. Election of Director to serve for a one-year term expiring in 2024: Mark Douglas
|
||
|
For
|
1e. Election of Director to serve for a one-year term expiring in 2024: Kathy L. Fortmann
|
||
|
For
|
1f. Election of Director to serve for a one-year term expiring in 2024: C. Scott Greer
|
||
|
For
|
1g. Election of Director to serve for a one-year term expiring in 2024: K’Lynne Johnson
|
||
|
For
|
1h. Election of Director to serve for a one-year term expiring in 2024: Dirk A. Kempthorne
|
||
|
For
|
1i. Election of Director to serve for a one-year term expiring in 2024: Margareth Øvrum
|
||
|
For
|
1j. Election of Director to serve for a one-year term expiring in 2024: Robert C. Pallash
|
||
|
For
|
For
|
2. Ratification of the appointment of independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. Approval of the FMC Corporation 2023 Incentive Stock Plan.
|
Issuer
|
|
For
|
For
|
4. Approval, by non-binding vote, of executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Recommendation, by non-binding vote, on the frequency of executive compensation voting.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GARTNER, INC.
|
6/1/23
|
IT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for term expiring in 2024: Peter E. Bisson
|
||
|
For
|
1b. Election of Director for term expiring in 2024: Richard J. Bressler
|
||
|
For
|
1c. Election of Director for term expiring in 2024: Raul E. Cesan
|
||
|
For
|
1d. Election of Director for term expiring in 2024: Karen E. Dykstra
|
||
|
For
|
1e. Election of Director for term expiring in 2024: Diana S. Ferguson
|
||
|
For
|
1f. Election of Director for term expiring in 2024: Anne Sutherland Fuchs
|
||
|
For
|
1g. Election of Director for term expiring in 2024: William O. Grabe
|
||
|
For
|
1h. Election of Director for term expiring in 2024: José M. Gutiérrez
|
||
|
For
|
1i. Election of Director for term expiring in 2024: Eugene A. Hall
|
||
|
For
|
1j. Election of Director for term expiring in 2024: Stephen G. Pagliuca
|
||
|
For
|
1k. Election of Director for term expiring in 2024: Eileen M. Serra
|
||
|
For
|
1l. Election of Director for term expiring in 2024: James C. Smith
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Vote, on an advisory basis, on the frequency of future stockholder advisory votes on the Company’s executive compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of the Gartner, Inc. Long-Term Incentive Plan.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GLOBAL PAYMENTS INC.
|
4/27/23
|
GPN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: F. Thaddeus Arroyo
|
||
|
For
|
1b. Election of Director: Robert H.B. Baldwin, Jr.
|
||
|
For
|
1c. Election of Director: John G. Bruno
|
||
|
For
|
1d. Election of Director: Joia M. Johnson
|
||
|
For
|
1e. Election of Director: Ruth Ann Marshall
|
||
|
For
|
1f. Election of Director: Connie D. McDaniel
|
||
|
For
|
1g. Election of Director: Joseph H. Osnoss
|
||
|
For
|
1h. Election of Director: William B. Plummer
|
||
|
For
|
1i. Election of Director: Jeffrey S. Sloan
|
||
|
For
|
1j. Election of Director: John T. Turner
|
||
|
For
|
1k. Election of Director: M. Troy Woods
|
||
|
For
|
For
|
2. Approval, on an advisory basis, of the compensation of our named executive officers for 2022.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Approval, on an advisory basis, of the frequency of the advisory vote on executive compensation.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Against
|
Against
|
5. Advisory shareholder proposal on shareholder ratification of termination pay.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GUIDEWIRE SOFTWARE, INC.
|
12/20/22
|
GWRE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a one-year term expiring at the 2023 annual meeting: Marcus S. Ryu
|
||
|
For
|
1b. Election of Director for a one-year term expiring at the 2023 annual meeting: Paul Lavin
|
||
|
For
|
1c. Election of Director for a one-year term expiring at the 2023 annual meeting: Mike Rosenbaum
|
||
|
For
|
1d. Election of Director for a one-year term expiring at the 2023 annual meeting: David S. Bauer
|
||
|
For
|
1e. Election of Director for a one-year term expiring at the 2023 annual meeting: Margaret Dillon
|
||
|
For
|
1f. Election of Director for a one-year term expiring at the 2023 annual meeting: Michael C. Keller
|
||
|
For
|
1g. Election of Director for a one-year term expiring at the 2023 annual meeting: Catherine P. Lego
|
||
|
For
|
1h. Election of Director for a one-year term expiring at the 2023 annual meeting: Rajani Ramanathan
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023.
|
Issuer
|
|
Against
|
For
|
3. To approve, on a non-binding, advisory basis, the compensation of our named executive officers.
|
Security Holder
|
|
For
|
For
|
4. To approve the amendment and restatement of our certificate of incorporation to permit stockholders holding 20% of our outstanding common stock to call special meetings.
|
Issuer
|
|
For
|
For
|
5. To approve the amendment and restatement of our certificate of incorporation to permit the exculpation of officers.
|
Issuer
|
|
For
|
For
|
6. To approve the amendment and restatement of the Guidewire Software, Inc. 2020 Stock Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
IAA, INC.
|
3/14/23
|
IAA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. IAA Merger Proposal: To adopt the Agreement and Plan of Merger and Reorganization, dated as of November 7, 2022 (as amended, the “merger agreement”), by and among Ritchie Bros. Auctioneers
Incorporated, Ritchie Bros. Holdings Inc., Impala Merger Sub I, LLC, Impala Merger Sub II, LLC and IAA, Inc. (“IAA”), and thereby approve the transactions contemplated by the merger agreement.
|
Issuer
|
|
For
|
For
|
2. IAA Compensation Proposal: To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to named executive officers of IAA that is based on or otherwise
relates to the merger agreement and the transactions contemplated by the merger agreement.
|
Issuer
|
|
For
|
For
|
3. IAA Adjournment Proposal: To approve the adjournment of the IAA special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the
IAA special meeting to approve the IAA merger proposal.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ILLUMINA, INC.
|
5/25/23
|
ILMN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ICAHN NOMINEE: Vincent J. Intrieri
|
||
|
For
|
1b. ICAHN NOMINEE: Jesse A. Lynn
|
||
|
For
|
1c. ICAHN NOMINEE: Andrew J. Teno
|
||
|
For
|
1d. ACCEPTABLE COMPANY NOMINEE: Frances Arnold
|
||
|
For
|
1e. ACCEPTABLE COMPANY NOMINEE: Caroline D. Dorsa
|
||
|
For
|
1f. ACCEPTABLE COMPANY NOMINEE: Scott Gottlieb
|
||
|
For
|
1g. ACCEPTABLE COMPANY NOMINEE: Gary S. Guthart
|
||
|
For
|
1h. ACCEPTABLE COMPANY NOMINEE: Philip W. Schiller
|
||
|
For
|
1i. ACCEPTABLE COMPANY NOMINEE: Susan E. Siegel
|
||
|
Withhold
|
1j. OPPOSED COMPANY NOMINEE: Francis A. deSouza
|
||
|
Withhold
|
1k. OPPOSED COMPANY NOMINEE: Robert S. Epstein
|
||
|
Withhold
|
1l. OPPOSED COMPANY NOMINEE: John W. Thompson
|
||
|
For
|
For
|
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS ILLUMINA’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2023.
|
Issuer
|
|
Against
|
Against
|
3. TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE “NAMED EXECUTIVE OFFICERS” AS DISCLOSED IN THE COMPANY’S PROXY STATEMENT.
|
Issuer
|
|
1 Year
|
1 Year
|
4. TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY OF HOLDING AN ADVISORY VOTE TO APPROVE THE COMPENSATION PROVIDED TO THE COMPANY’S “NAMED EXECUTIVE OFFICERS”.
|
Issuer
|
|
For
|
None
|
5. To approve certain amendments to the Illumina, Inc. 2015 Stock and Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
IQVIA HOLDINGS INC.
|
4/18/23
|
IQV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Carol J. Burt
|
||
|
For
|
1b. Election of Director: Colleen A. Goggins
|
||
|
For
|
1c. Election of Director: Sheila A. Stamps
|
||
|
Against
|
For
|
2. Approve an advisory (non-binding) resolution to approve IQVIA’s executive compensation (say-on-pay).
|
Security Holder
|
|
For
|
For
|
3. Approve a Company proposal to amend IQVIA’s Certificate of Incorporation to adopt a stockholders’ right to request a special stockholders’ meeting.
|
Issuer
|
|
For
|
Against
|
4. If properly presented, a stockholder proposal concerning special stockholder meetings.
|
Security Holder
|
|
For
|
Against
|
5. If properly presented, a stockholder proposal for separate Chairman and Chief Executive Officer roles.
|
Security Holder
|
|
For
|
For
|
6. Ratification of the appointment of PricewaterhouseCoopers LLP as IQVIA’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JAZZ PHARMACEUTICALS PLC
|
7/28/22
|
JAZZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2025 Annual General Meeting: Jennifer E. Cook
|
||
|
For
|
1b. Election of Director to hold office until the 2025 Annual General Meeting: Patrick G. Enright
|
||
|
For
|
1c. Election of Director to hold office until the 2025 Annual General Meeting: Seamus Mulligan
|
||
|
For
|
1d. Election of Director to hold office until the 2025 Annual General Meeting: Norbert G. Riedel, Ph.D.
|
||
|
For
|
For
|
2. To ratify, on a non-binding advisory basis, the appointment of KPMG as the independent auditors of Jazz Pharmaceuticals plc for the fiscal year ending December 31, 2022 and to authorize, in a
binding vote, the Board of Directors, acting through the audit committee, to determine KPMG’s remuneration.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of Jazz Pharmaceuticals plc’s named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
For
|
For
|
4. To grant the Board of Directors authority under Irish law to allot and issue ordinary shares for cash without first offering those ordinary shares to existing shareholders pursuant to the
statutory pre-emption right that would otherwise apply.
|
Issuer
|
|
For
|
For
|
5. To approve any motion to adjourn the Annual General Meeting, or any adjournments thereof, to another time and place to solicit additional proxies if there are insufficient votes at the time of
the Annual General Meeting to approve Proposal 4.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KINSALE CAPITAL GROUP, INC.
|
5/25/23
|
KNSL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Michael P. Kehoe
|
||
|
For
|
1b. Election of Director: Steven J. Bensinger
|
||
|
For
|
1c. Election of Director: Teresa P. Chia
|
||
|
For
|
1d. Election of Director: Robert V. Hatcher, III
|
||
|
For
|
1e. Election of Director: Anne C. Kronenberg
|
||
|
For
|
1f. Election of Director: Robert Lippincott, III
|
||
|
For
|
1g. Election of Director: James J. Ritchie
|
||
|
For
|
1h. Election of Director: Frederick L. Russell, Jr.
|
||
|
For
|
1i. Election of Director: Gregory M. Share
|
||
|
For
|
For
|
2. Advisory vote to approve executive compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as Independent Registered Public Accounting Firm for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LIBERTY MEDIA CORPORATION
|
6/6/23
|
FWON.A
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DEREK CHANG
|
||
|
For
|
EVAN D. MALONE
|
||
|
For
|
LARRY E. ROMRELL
|
||
|
For
|
For
|
2. The auditors ratification proposal, to ratify the selection of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LIVE NATION ENTERTAINMENT, INC.
|
6/9/23
|
LYV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 Annual Meeting: Maverick Carter
|
||
|
For
|
1b. Election of Director to hold office until the 2024 Annual Meeting: Ping Fu
|
||
|
For
|
1c. Election of Director to hold office until the 2024 Annual Meeting: Jeffrey T. Hinson
|
||
|
For
|
1d. Election of Director to hold office until the 2024 Annual Meeting: Chad Hollingsworth
|
||
|
For
|
1e. Election of Director to hold office until the 2024 Annual Meeting: James Iovine
|
||
|
For
|
1f. Election of Director to hold office until the 2024 Annual Meeting: James S. Kahan
|
||
|
For
|
1g. Election of Director to hold office until the 2024 Annual Meeting: Gregory B. Maffei
|
||
|
For
|
1h. Election of Director to hold office until the 2024 Annual Meeting: Randall T. Mays
|
||
|
For
|
1i. Election of Director to hold office until the 2024 Annual Meeting: Richard A. Paul
|
||
|
For
|
1j. Election of Director to hold office until the 2024 Annual Meeting: Michael Rapino
|
||
|
For
|
1k. Election of Director to hold office until the 2024 Annual Meeting: Latriece Watkins
|
||
|
For
|
For
|
2. To hold an advisory vote on the company’s executive compensation.
|
Issuer
|
|
3 Years
|
3 Years
|
3. To hold an advisory vote on the frequency of stockholder advisory votes on the company’s executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LULULEMON ATHLETICA INC.
|
6/7/23
|
LULU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Michael Casey
|
||
|
For
|
1b. Election of Class I Director: Glenn Murphy
|
||
|
For
|
1c. Election of Class I Director: David Mussafer
|
||
|
For
|
1d. Election of Class II Director: Isabel Mahe
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 28, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
Abstain
|
None
|
4. To cast an advisory vote on the frequency of including advisory say-on-pay votes in proxy materials for future shareholder meetings.
|
Issuer
|
|
For
|
For
|
5. To approve the adoption of the lululemon 2023 Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARKETAXESS HOLDINGS INC.
|
6/7/23
|
MKTX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Richard M. McVey
|
||
|
For
|
1b. Election of Director: Christopher R. Concannon
|
||
|
For
|
1c. Election of Director: Nancy Altobello
|
||
|
For
|
1d. Election of Director: Steven L. Begleiter
|
||
|
For
|
1e. Election of Director: Stephen P. Casper
|
||
|
For
|
1f. Election of Director: Jane Chwick
|
||
|
For
|
1g. Election of Director: William F. Cruger
|
||
|
For
|
1h. Election of Director: Kourtney Gibson
|
||
|
For
|
1i. Election of Director: Richard G. Ketchum
|
||
|
For
|
1j. Election of Director: Emily H. Portney
|
||
|
For
|
1k. Election of Director: Richard L. Prager
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the 2023 Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future advisory votes on the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MARTIN MARIETTA MATERIALS, INC.
|
5/11/23
|
MLM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Dorothy M. Ables
|
||
|
For
|
1b. Election of Director: Sue W. Cole
|
||
|
For
|
1c. Election of Director: Anthony R. Foxx
|
||
|
For
|
1d. Election of Director: John J. Koraleski
|
||
|
For
|
1e. Election of Director: C. Howard Nye
|
||
|
For
|
1f. Election of Director: Laree E. Perez
|
||
|
For
|
1g. Election of Director: Thomas H. Pike
|
||
|
For
|
1h. Election of Director: Michael J. Quillen
|
||
|
For
|
1i. Election of Director: Donald W. Slager
|
||
|
For
|
1j. Election of Director: David C. Wajsgras
|
||
|
For
|
For
|
2. Ratification of appointment of PricewaterhouseCoopers as independent auditors.
|
Issuer
|
|
For
|
For
|
3. Approval, by a non-binding advisory vote, of the compensation of Martin Marietta Materials, Inc.’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Selection, by a non-binding advisory vote, of the frequency of future shareholder votes to approve the compensation of Martin Marietta Materials, Inc.’s named executive officers.
|
Issuer
|
|
Against
|
Against
|
5. Shareholder proposal, if properly presented at the meeting, requesting the establishment within a year of GHG reduction targets.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MICRON TECHNOLOGY, INC.
|
1/12/23
|
MU
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. ELECTION OF DIRECTOR: Richard M. Beyer
|
||
|
For
|
1b. ELECTION OF DIRECTOR: Lynn A. Dugle
|
||
|
For
|
1c. ELECTION OF DIRECTOR: Steven J. Gomo
|
||
|
For
|
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth
|
||
|
For
|
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy
|
||
|
For
|
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra
|
||
|
For
|
1g. ELECTION OF DIRECTOR: Robert E. Switz
|
||
|
For
|
1h. ELECTION OF DIRECTOR: MaryAnn Wright
|
||
|
For
|
For
|
2. PROPOSAL BY THE COMPANY TO APPROVE A NON-BINDING RESOLUTION TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DESCRIBED IN THE PROXY STATEMENT.
|
Issuer
|
|
For
|
For
|
3. PROPOSAL BY THE COMPANY TO APPROVE OUR AMENDED AND RESTATED 2007 EQUITY INCENTIVE PLAN TO INCREASE THE SHARES RESERVED FOR ISSUANCE THERUNDER BY 50 MILLION AS DESCRIBED IN THE PROXY STATEMENT.
|
Issuer
|
|
For
|
For
|
4. PROPOSAL BY THE COMPANY TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING AUGUST 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MOODY’S CORPORATION
|
4/18/23
|
MCO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Jorge A. Bermudez
|
||
|
For
|
1b. Election of Director: Thérèse Esperdy
|
||
|
For
|
1c. Election of Director: Robert Fauber
|
||
|
For
|
1d. Election of Director: Vincent A. Forlenza
|
||
|
For
|
1e. Election of Director: Kathryn M. Hill
|
||
|
For
|
1f. Election of Director: Lloyd W. Howell, Jr.
|
||
|
For
|
1g. Election of Director: Jose M. Minaya
|
||
|
For
|
1h. Election of Director: Leslie F. Seidman
|
||
|
For
|
1i. Election of Director: Zig Serafin
|
||
|
For
|
1j. Election of Director: Bruce Van Saun
|
||
|
For
|
For
|
2. Approval of the Amended and Restated 2001 Moody’s Corporation Key Employees’ Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as independent registered public accounting firm of the Company for 2023.
|
Issuer
|
|
For
|
For
|
4. Advisory resolution approving executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory resolution on the frequency of future advisory resolutions approving executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MSCI INC.
|
4/25/23
|
MSCI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Henry A. Fernandez
|
||
|
For
|
1b. Election of Director: Robert G. Ashe
|
||
|
For
|
1c. Election of Director: Wayne Edmunds
|
||
|
For
|
1d. Election of Director: Catherine R. Kinney
|
||
|
For
|
1e. Election of Director: Robin Matlock
|
||
|
For
|
1f. Election of Director: Jacques P. Perold
|
||
|
For
|
1g. Election of Director: C.D. Baer Pettit
|
||
|
For
|
1h. Election of Director: Sandy C. Rattray
|
||
|
For
|
1i. Election of Director: Linda H. Riefler
|
||
|
For
|
1j. Election of Director: Marcus L. Smith
|
||
|
For
|
1k. Election of Director: Rajat Taneja
|
||
|
For
|
1l. Election of Director: Paula Volent
|
||
|
For
|
For
|
2. To approve, by non-binding vote, our executive compensation, as described in these proxy materials.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend, by non-binding vote, the frequency of future advisory votes to approve executive compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of PricewaterhouseCoopers LLP as independent auditor.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ON SEMICONDUCTOR CORPORATION
|
5/18/23
|
ON
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Atsushi Abe
|
||
|
For
|
1b. Election of Director: Alan Campbell
|
||
|
For
|
1c. Election of Director: Susan K. Carter
|
||
|
For
|
1d. Election of Director: Thomas L. Deitrich
|
||
|
For
|
1e. Election of Director: Hassane El-Khoury
|
||
|
For
|
1f. Election of Director: Bruce E. Kiddoo
|
||
|
For
|
1g. Election of Director: Paul A. Mascarenas
|
||
|
For
|
1h. Election of Director: Gregory Waters
|
||
|
For
|
1i. Election of Director: Christine Y. Yan
|
||
|
For
|
For
|
2. Advisory vote to approve the compensation of our named executive officers (Say-on-Pay).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote to approve the frequency of future Say-on-Pay votes.
|
Issuer
|
|
For
|
For
|
4. Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OPEN LENDING CORPORATION
|
5/24/23
|
LPRO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class III Director for a three-year term: John J. Flynn
|
||
|
For
|
1.2 Election of Class III Director for a three-year term: Keith A. Jezek
|
||
|
For
|
1.3 Election of Class III Director for a three-year term: Jessica Snyder
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To hold a nonbinding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PALO ALTO NETWORKS, INC.
|
12/13/22
|
PANW
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Dr. Helene D. Gayle
|
||
|
For
|
1b. Election of Class II Director: James J. Goetz
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending July 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the 2021 Palo Alto Networks, Inc. Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PINTEREST, INC.
|
5/25/23
|
PINS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director to hold office until the 2026 annual meeting: Jeffrey Jordan
|
||
|
For
|
1b. Election of Class I Director to hold office until the 2026 annual meeting: Jeremy Levine
|
||
|
For
|
1c. Election of Class I Director to hold office until the 2026 annual meeting: Gokul Rajaram
|
||
|
For
|
1d. Election of Class I Director to hold office until the 2026 annual meeting: Marc Steinberg
|
||
|
For
|
For
|
2. Approve, on an advisory non-binding basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratify the audit and risk committee’s selection of Ernst & Young LLP as the company’s independent registered public accounting firm for the fiscal year 2023.
|
Issuer
|
|
Abstain
|
Against
|
4. Consider and vote on a stockholder proposal requesting a report on certain data relating to anti-harassment and anti-discrimination, if properly presented.
|
Security Holder
|
|
Abstain
|
Against
|
5. Consider and vote on a stockholder proposal requesting additional reporting on government requests to remove content, if properly presented.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PROCORE TECHNOLOGIES, INC.
|
6/7/23
|
PCOR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director to hold office until the 2026 annual meeting: Craig F. Courtemanche, Jr.
|
||
|
For
|
1.2 Election of Class II Director to hold office until the 2026 annual meeting: Kathryn A. Bueker
|
||
|
For
|
1.3 Election of Class II Director to hold office until the 2026 annual meeting: Nanci E. Caldwell
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the preferred frequency of future stockholder advisory votes on the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PROGYNY, INC.
|
5/24/23
|
PGNY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Lloyd Dean
|
||
|
For
|
1.2 Election of Director: Kevin Gordon
|
||
|
For
|
1.3 Election of Director: Cheryl Scott
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023
|
Issuer
|
|
Against
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of Progyny, Inc.’s named executive officers
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RH
|
2/7/23
|
RH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
Abstain
|
For
|
1. To approve the RH 2023 Stock Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RH
|
6/29/23
|
RH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
HILARY KRANE
|
||
|
For
|
KATIE MITIC
|
||
|
For
|
ALI ROWGHANI
|
||
|
For
|
For
|
2. Advisory vote to approve named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Against
|
Against
|
4. A shareholder proposal for RH to report on matters related to the procurement of down feathers from its suppliers.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RITCHIE BROS. AUCTIONEERS INCORPORATED
|
5/8/23
|
RBA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Erik Olsson
|
||
|
For
|
1b. Election of Director: Ann Fandozzi
|
||
|
For
|
1c. Election of Director: Brian Bales
|
||
|
For
|
1d. Election of Director: William Breslin
|
||
|
For
|
1e. Election of Director: Adam DeWitt
|
||
|
For
|
1f. Election of Director: Robert G. Elton
|
||
|
For
|
1g. Election of Director: Lisa Hook
|
||
|
For
|
1h. Election of Director: Timothy O’Day
|
||
|
For
|
1i. Election of Director: Sarah Raiss
|
||
|
For
|
1j. Election of Director: Michael Sieger
|
||
|
For
|
1k. Election of Director: Jeffrey C. Smith
|
||
|
For
|
1l. Election of Director: Carol M. Stephenson
|
||
|
For
|
For
|
2. Appointment of Ernst & Young LLP as auditors of the Company until the next annual meeting of the Company and authorizing the Audit Committee to fix their remuneration. Please note: Voting
option ‘Against’ = ‘Withhold’
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of a non-binding resolution accepting the Company’s approach to executive compensation.
|
Issuer
|
|
For
|
For
|
4. To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the Company’s Share Incentive Plan, the full text of which resolution is set out in
the accompanying proxy statement.
|
Issuer
|
|
For
|
For
|
5. To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the Company’s Employee Stock Purchase Plan, the full text of which resolution is set
out in the accompanying proxy statement.
|
Issuer
|
|
For
|
For
|
6. To consider and, if deemed advisable, to pass, with or without variation, a special resolution authorizing the Company to amend its articles to change its name to “RB Global, Inc.” or such
other name as is acceptable to the Company and applicable regulatory authorities, the full text of which resolution is set out in the accompanying proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SPLUNK INC.
|
6/21/23
|
SPLK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Patricia Morrison
|
||
|
For
|
1b. Election of Class II Director: David Tunnell
|
||
|
For
|
1c. Election of Class II Director: General Dennis Via (ret)
|
||
|
For
|
1d. Election of Class II Director: Luis Visoso
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers, as described in the proxy statement.
|
Issuer
|
|
For
|
For
|
4. To approve the Splunk Inc. Amended and Restated 2022 Equity Incentive Plan and the reservation of shares thereunder.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SS&C TECHNOLOGIES HOLDINGS, INC.
|
5/17/23
|
SSNC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Normand A. Boulanger
|
||
|
For
|
1b. Election of Class I Director: David A. Varsano
|
||
|
For
|
1c. Election of Class I Director: Michael J. Zamkow
|
||
|
For
|
For
|
2. The approval of the compensation of the named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. The approval of the frequency of advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
4. The ratification of PricewaterhouseCoopers LLP as SS&C’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. The approval of SS&C Technologies Holdings, Inc. 2023 Stock Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TERADATA CORPORATION
|
5/9/23
|
TDC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class I Director: Daniel R. Fishback
|
||
|
For
|
1b. Election of Class I Director: Stephen McMillan
|
||
|
For
|
1c. Election of Class I Director: Kimberly K. Nelson
|
||
|
For
|
1d. Election of Class III Director: Todd E. McElhatton
|
||
|
For
|
For
|
2. An advisory (non-binding) vote to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
3. An advisory (non-binding) vote to approve the frequency of say- on-pay vote.
|
Issuer
|
|
For
|
For
|
4. Approval of the Teradata 2023 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
5. Approval of the Teradata Employee Stock Purchase Plan as Amended and Restated.
|
Issuer
|
|
For
|
For
|
6. Approval of the ratification of the appointment of the independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE COOPER COMPANIES, INC.
|
3/15/23
|
COO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Colleen E. Jay
|
||
|
For
|
1b. Election of Director: William A. Kozy
|
||
|
For
|
1c. Election of Director: Cynthia L. Lucchese
|
||
|
For
|
1d. Election of Director: Teresa S. Madden
|
||
|
For
|
1e. Election of Director: Gary S. Petersmeyer
|
||
|
For
|
1f. Election of Director: Maria Rivas, M.D.
|
||
|
For
|
1g. Election of Director: Robert S. Weiss
|
||
|
For
|
1h. Election of Director: Albert G. White III
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for The Cooper Companies, Inc. for the fiscal year ending October 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of the 2023 Long Term Incentive Plan for Employees.
|
Issuer
|
|
For
|
For
|
4. An advisory vote on the compensation of our named executive officers as presented in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory vote on the frequency with which executive compensation will be subject to a stockholder advisory vote.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRANSDIGM GROUP INCORPORATED
|
7/12/22
|
TDG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DAVID BARR
|
||
|
For
|
JANE M. CRONIN
|
||
|
For
|
MERVIN DUNN
|
||
|
For
|
MICHAEL GRAFF
|
||
|
For
|
SEAN HENNESSY
|
||
|
For
|
W. NICHOLAS HOWLEY
|
||
|
For
|
GARY E. MCCULLOUGH
|
||
|
For
|
MICHELE SANTANA
|
||
|
For
|
ROBERT SMALL
|
||
|
For
|
JOHN STAER
|
||
|
For
|
KEVIN STEIN
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as the Company’s independent accountants for the fiscal year ending September 30, 2022.
|
Issuer
|
|
Against
|
For
|
3. To approve (in an advisory vote) compensation paid to the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRANSDIGM GROUP INCORPORATED
|
3/9/23
|
TDG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DAVID BARR
|
||
|
For
|
JANE CRONIN
|
||
|
For
|
MERVIN DUNN
|
||
|
For
|
MICHAEL GRAFF
|
||
|
For
|
SEAN HENNESSY
|
||
|
For
|
W. NICHOLAS HOWLEY
|
||
|
For
|
GARY E. MCCULLOUGH
|
||
|
For
|
MICHELE SANTANA
|
||
|
For
|
ROBERT SMALL
|
||
|
For
|
JOHN STAER
|
||
|
For
|
KEVIN STEIN
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve (in an advisory vote) compensation paid to the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
None
|
4. To determine the frequency of the advisory vote regarding compensation paid to the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TREX COMPANY, INC.
|
5/4/23
|
TREX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Jay M. Gratz
|
||
|
For
|
1.2 Election of Director: Ronald W. Kaplan
|
||
|
For
|
1.3 Election of Director: Gerald Volas
|
||
|
For
|
For
|
2. Non-binding advisory vote on executive compensation (“say-on-pay”).
|
Issuer
|
|
1 Year
|
1 Year
|
3. Non-binding advisory vote on the frequency of future advisory votes on the compensation of named executive officers (“say-on-frequency”).
|
Issuer
|
|
For
|
For
|
4. Approve the Trex Company, Inc. 2023 Stock Incentive Plan.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TYLER TECHNOLOGIES, INC.
|
5/11/23
|
TYL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
GLENN A. CARTER
|
||
|
For
|
BRENDA A. CLINE
|
||
|
For
|
RONNIE D. HAWKINS, JR.
|
||
|
For
|
MARY L. LANDRIEU
|
||
|
For
|
JOHN S. MARR, JR.
|
||
|
For
|
H. LYNN MOORE, JR.
|
||
|
For
|
DANIEL M. POPE
|
||
|
For
|
DUSTIN R. WOMBLE
|
||
|
For
|
For
|
2. Advisory Approval of Our Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Ratification of Our Independent Auditors for Fiscal Year 2023.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory Resolution on the Frequency of Shareholder Voting on Our Executive Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VAIL RESORTS, INC.
|
12/7/22
|
MTN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Susan L. Decker
|
||
|
For
|
1b. Election of Director: Robert A. Katz
|
||
|
For
|
1c. Election of Director: Kirsten A. Lynch
|
||
|
For
|
1d. Election of Director: Nadia Rawlinson
|
||
|
For
|
1e. Election of Director: John T. Redmond
|
||
|
For
|
1f. Election of Director: Michele Romanow
|
||
|
For
|
1g. Election of Director: Hilary A. Schneider
|
||
|
For
|
1h. Election of Director: D. Bruce Sewell
|
||
|
For
|
1i. Election of Director: John F. Sorte
|
||
|
For
|
1j. Election of Director: Peter A. Vaughn
|
||
|
For
|
For
|
2. Ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending July 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VARONIS SYSTEMS, INC.
|
6/5/23
|
VRNS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
YAKOV FAITELSON
|
||
|
For
|
THOMAS MENDOZA
|
||
|
For
|
AVROHOM J. KESS
|
||
|
For
|
OHAD KORKUS
|
||
|
For
|
For
|
2. To approve, on a non-binding, advisory basis, the executive compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global Limited, as the independent registered public accounting firm of the Company for 2023.
|
Issuer
|
|
For
|
For
|
4. To approve the Varonis Systems, Inc. 2023 Omnibus Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VEEVA SYSTEMS INC.
|
6/21/23
|
VEEV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve until the annual meeting to be held in 2024: Tim Cabral
|
||
|
For
|
1b. Election of Director to serve until the annual meeting to be held in 2024: Mark Carges
|
||
|
For
|
1c. Election of Director to serve until the annual meeting to be held in 2024: Peter P. Gassner
|
||
|
For
|
1d. Election of Director to serve until the annual meeting to be held in 2024: Mary Lynne Hedley
|
||
|
For
|
1e. Election of Director to serve until the annual meeting to be held in 2024: Priscilla Hung
|
||
|
For
|
1f. Election of Director to serve until the annual meeting to be held in 2024: Tina Hunt
|
||
|
For
|
1g. Election of Director to serve until the annual meeting to be held in 2024: Marshall Mohr
|
||
|
For
|
1h. Election of Director to serve until the annual meeting to be held in 2024: Gordon Ritter
|
||
|
For
|
1i. Election of Director to serve until the annual meeting to be held in 2024: Paul Sekhri
|
||
|
For
|
1j. Election of Director to serve until the annual meeting to be held in 2024: Matthew J. Wallach
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve an amendment and restatement of our Certificate of Incorporation to eliminate inoperative provisions and update certain other miscellaneous provisions, to take effect on or after
October 15, 2023.
|
Issuer
|
|
Against
|
Against
|
4. To vote on a shareholder proposal to require shareholder approval for certain advance notice bylaw amendments, if properly presented at the meeting.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
VERISK ANALYTICS, INC.
|
5/17/23
|
VRSK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Vincent K. Brooks
|
||
|
For
|
1b. Election of Director: Jeffrey Dailey
|
||
|
For
|
1c. Election of Director: Wendy Lane
|
||
|
For
|
1d. Election of Director: Lee M. Shavel
|
||
|
For
|
1e. Election of Director: Kimberly S. Stevenson
|
||
|
For
|
1f. Election of Director: Olumide Soroye
|
||
|
For
|
For
|
2. To approve executive compensation on an advisory, non-binding basis.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend the frequency of executive compensation votes on an advisory, non-binding basis.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Deloitte & Touche LLP as our independent auditor for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WELLTOWER INC.
|
5/23/23
|
WELL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Kenneth J. Bacon
|
||
|
For
|
1b. Election of Director: Karen B. DeSalvo
|
||
|
For
|
1c. Election of Director: Philip L. Hawkins
|
||
|
For
|
1d. Election of Director: Dennis G. Lopez
|
||
|
For
|
1e. Election of Director: Shankh Mitra
|
||
|
For
|
1f. Election of Director: Ade J. Patton
|
||
|
For
|
1g. Election of Director: Diana W. Reid
|
||
|
For
|
1h. Election of Director: Sergio D. Rivera
|
||
|
For
|
1i. Election of Director: Johnese M. Spisso
|
||
|
For
|
1j. Election of Director: Kathryn M. Sullivan
|
||
|
For
|
For
|
2. The ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. The approval, on an advisory basis, of the compensation of our named executive officers as disclosed in the 2023 Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. An advisory vote on the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WORKDAY, INC.
|
6/22/23
|
WDAY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Christa Davies
|
||
|
For
|
1b. Election of Class II Director: Wayne A.I. Frederick, M.D.
|
||
|
For
|
1c. Election of Class II Director: Mark J. Hawkins
|
||
|
For
|
1d. Election of Class II Director: George J. Still, Jr.
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Workday’s independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers as disclosed in the Proxy Statement.
|
Issuer
|
|
Against
|
Against
|
4. To consider and vote upon a stockholder proposal regarding amendment of our Bylaws.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ZOOMINFO TECHNOLOGIES INC.
|
5/17/23
|
ZI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
TODD CROCKETT
|
||
|
For
|
PATRICK MCCARTER
|
||
|
For
|
D. RANDALL WINN
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory, non-binding basis, the compensation of our named executive officers.
|
Issuer
|
|
Name Of Fund:
|
Buffalo Small Cap Fund
|
||
|
Period:
|
|||
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADTRAN HOLDINGS, INC.
|
5/10/23
|
ADTN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Thomas R. Stanton
|
||
|
For
|
1b. Election of Director: Johanna Hey
|
||
|
For
|
1c. Election of Director: H. Fenwick Huss
|
||
|
For
|
1d. Election of Director: Gregory J. McCray
|
||
|
For
|
1e. Election of Director: Balan Nair
|
||
|
For
|
1f. Election of Director: Brian Protiva
|
||
|
For
|
1g. Election of Director: Jacqueline H. Rice
|
||
|
For
|
1h. Election of Director: Nikos Theodosopoulos
|
||
|
For
|
1i. Election of Director: Kathryn A. Walker
|
||
|
For
|
For
|
2. Non-binding approval of the compensation of Adtran’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Non-binding vote on the frequency of future votes on the compensation of Adtran’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of Adtran for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ADVANCED DRAINAGE SYSTEMS, INC.
|
7/21/22
|
WMS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Anesa T. Chaibi
|
||
|
For
|
1b. Election of Director: Robert M. Eversole
|
||
|
For
|
1c. Election of Director: Alexander R. Fischer
|
||
|
For
|
1d. Election of Director: Kelly S. Gast
|
||
|
For
|
1e. Election of Director: M.A. (Mark) Haney
|
||
|
For
|
1f. Election of Director: Ross M. Jones
|
||
|
For
|
1g. Election of Director: Manuel Perez de la Mesa
|
||
|
For
|
1h. Election of Director: Anil Seetharam
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, in a non-binding advisory vote, of the compensation for named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Recommendation, in a non-binding advisory vote, for the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
For
|
For
|
5. Approval of the Employee Stock Purchase Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ARRAY TECHNOLOGIES INC.
|
5/23/23
|
ARRY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
BRAD FORTH
|
||
|
For
|
KEVIN HOSTETLER
|
||
|
For
|
GERRARD SCHMID
|
||
|
For
|
For
|
2. Ratification of the Company’s appointment of Deloitte & Touche LLP as its independent registered public accounting firm for fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote to approve named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Approval of an amendment to the Company’s Certificate of Incorporation to allow exculpation of officers to the extent permitted by Delaware law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ARROWHEAD PHARMACEUTICALS, INC.
|
3/16/23
|
ARWR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Douglass Given
|
||
|
For
|
1b. Election of Director: Michael S. Perry
|
||
|
For
|
1c. Election of Director: Christopher Anzalone
|
||
|
For
|
1d. Election of Director: Marianne De Backer
|
||
|
For
|
1e. Election of Director: Mauro Ferrari
|
||
|
For
|
1f. Election of Director: Adeoye Olukotun
|
||
|
For
|
1g. Election of Director: William Waddill
|
||
|
For
|
1h. Election of Director: Victoria Vakiener
|
||
|
For
|
For
|
2. Advisory Vote to Approve Executive Compensation.
|
Issuer
|
|
For
|
For
|
3. Approval of Amendment to Arrowhead Pharmaceuticals, Inc.’s Amended and Restated Certificate Of Incorporation To Increase The Number Of Authorized Shares Of Common Stock.
|
Issuer
|
|
For
|
For
|
4. To ratify the selection of Rose, Snyder & Jacobs LLP as independent auditors of the Company for the fiscal year ending September 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
AVID BIOSERVICES, INC.
|
10/18/22
|
CDMO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ESTHER M. ALEGRIA, PHD
|
||
|
For
|
JOSEPH CARLEONE, PHD
|
||
|
For
|
NICHOLAS S. GREEN
|
||
|
For
|
RICHARD B. HANCOCK
|
||
|
For
|
CATHERINE J. MACKEY PHD
|
||
|
For
|
GREGORY P. SARGEN
|
||
|
For
|
JEANNE A. THOMA
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, a non-binding resolution approving the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to the Company’s Restated Certificate of Incorporation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BIGCOMMERCE HOLDINGS, INC.
|
5/18/23
|
BIGC
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DONALD E. CLARKE
|
||
|
For
|
ELLEN F. SIMINOFF
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Non-binding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
BRP GROUP, INC.
|
6/5/23
|
BRP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LOWRY BALDWIN
|
||
|
For
|
SATHISH MUTHUKRISHNAN
|
||
|
For
|
SUNITA PARASURAMAN
|
||
|
For
|
ELLYN SHOOK
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CACTUS, INC.
|
5/16/23
|
WHD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
SCOTT BENDER
|
||
|
For
|
GARY ROSENTHAL
|
||
|
For
|
BRUCE ROTHSTEIN
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve the amendment of the Company’s Long-Term Incentive Plan, as amended as of November 25, 2019, to increase the number of shares of the Company’s Class A Common Stock reserved for
issuance under such plan from 3,000,000 to 5,500,000.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CALIX, INC.
|
5/11/23
|
CALX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
KATHLEEN CRUSCO
|
||
|
For
|
CARL RUSSO
|
||
|
For
|
For
|
2. To approve the Calix, Inc. Third Amended and Restated 2019 Equity Incentive Award Plan.
|
Issuer
|
|
For
|
For
|
3. To approve the Calix, Inc. Third Amended and Restated 2017 Nonqualified Employee Stock Purchase Plan.
|
Issuer
|
|
For
|
For
|
4. To approve, on a non-binding, advisory basis, Calix’s named executive officer compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
5. To approve, on a non-binding, advisory basis, the frequency of future advisory votes to approve the compensation of Calix’s named executive officers.
|
Issuer
|
|
For
|
For
|
6. To ratify the selection of KPMG LLP as Calix’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CAMBIUM NETWORKS CORPORATION
|
6/6/23
|
CMBM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class I Director: Atul Bhatnagar
|
||
|
For
|
1.2 Election of Class I Director: Alexander R. Slusky
|
||
|
For
|
For
|
2. The ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CASTLE BIOSCIENCES INC.
|
5/25/23
|
CSTL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ELLEN GOLDBERG
|
||
|
For
|
MILES D. HARRISON
|
||
|
For
|
TIFFANY P. OLSON
|
||
|
For
|
For
|
2. To ratify the selection of KPMG LLP by the Audit Committee of the Board of Directors as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the Proxy Statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHAMPIONX CORPORATION
|
5/10/23
|
CHX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Heidi S. Alderman
|
||
|
For
|
1.2 Election of Director: Mamatha Chamarthi
|
||
|
For
|
1.3 Election of Director: Carlos A. Fierro
|
||
|
For
|
1.4 Election of Director: Gary P. Luquette
|
||
|
For
|
1.5 Election of Director: Elaine Pickle
|
||
|
For
|
1.6 Election of Director: Stuart Porter
|
||
|
For
|
1.7 Election of Director: Daniel W. Rabun
|
||
|
For
|
1.8 Election of Director: Sivasankaran Somasundaram
|
||
|
For
|
1.9 Election of Director: Stephen M. Todd
|
||
|
For
|
For
|
2. Amendment of the Certificate of Incorporation to Adopt Majority Voting for Directors in Uncontested Elections
|
Issuer
|
|
For
|
For
|
3. Amendment of the Certificate of Incorporation to Permit Exculpation of Officers
|
Issuer
|
|
For
|
For
|
4. Amendment of the Certificate of Incorporation to Require Securities Act of 1933 Claims be Brought in Federal Court
|
Issuer
|
|
For
|
For
|
5. Ratification of the Appointment of PricewaterhouseCoopers LLP as Our Independent Registered Public Accounting Firm for 2023
|
Issuer
|
|
For
|
For
|
6. Advisory Vote to Approve the Compensation of ChampionX’s Named Executive Officers for 2022
|
Issuer
|
|
1 Year
|
1 Year
|
7. Advisory Vote to Approve the Frequency of the Advisory Vote on the Compensation of Named Executive Officers
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CHART INDUSTRIES, INC.
|
5/25/23
|
GTLS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Jillian C. Evanko
|
||
|
For
|
1b. Election of Director: Andrew R. Cichocki
|
||
|
For
|
1c. Election of Director: Paula M. Harris
|
||
|
For
|
1d. Election of Director: Linda A. Harty
|
||
|
For
|
1e. Election of Director: Paul E. Mahoney
|
||
|
For
|
1f. Election of Director: Singleton B. McAllister
|
||
|
For
|
1g. Election of Director: Michael L. Molinini
|
||
|
For
|
1h. Election of Director: David M. Sagehorn
|
||
|
For
|
1i. Election of Director: Spencer S. Stiles
|
||
|
For
|
1j. Election of Director: Roger A. Strauch
|
||
|
For
|
For
|
2. To ratify the selection of Deloitte & Touche LLP, an independent registered public accounting firm, to examine the financial statements of the Company for the year ending December 31,
2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory basis, the Company’s executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future advisory votes on the Company’s executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CIENA CORPORATION
|
3/30/23
|
CIEN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director: Joanne B. Olsen
|
||
|
For
|
1b. Election of Class II Director: Gary B. Smith
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal 2023.
|
Issuer
|
|
For
|
For
|
3. Advisory vote on our named executive officer compensation, as described in the proxy materials.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory vote on the frequency of future stockholder advisory votes on our named executive officer compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
CLEARFIELD, INC.
|
2/23/23
|
CLFD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Cheryl Beranek
|
||
|
For
|
1b. Election of Director: Ronald G. Roth
|
||
|
For
|
1c. Election of Director: Patrick Goepel
|
||
|
For
|
1d. Election of Director: Roger Harding
|
||
|
For
|
1e. Election of Director: Charles N. Hayssen
|
||
|
For
|
1f. Election of Director: Donald R. Hayward
|
||
|
For
|
1g. Election of Director: Walter L. Jones, Jr.
|
||
|
For
|
1h. Election of Director: Carol A. Wirsbinski
|
||
|
For
|
For
|
2. Approve, on a non-binding advisory basis, the compensation paid to named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes to approve our named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. Approve the Clearfield, Inc. 2022 Stock Compensation Plan.
|
Issuer
|
|
For
|
For
|
5. Ratify the appointment of Baker Tilly US, LLP as the independent registered public accounting firm for Clearfield, Inc. for the fiscal year ending September 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
DOUBLEVERIFY HOLDINGS, INC.
|
6/1/23
|
DV
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
R. DAVIS NOELL
|
||
|
For
|
LUCY STAMELL DOBRIN
|
||
|
For
|
TERI L. LIST
|
||
|
1 Year
|
1 Year
|
2. Non-binding advisory vote on the frequency of future stockholder advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ENDAVA PLC
|
12/12/22
|
DAVA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
O1 To receive and adopt the Company’s annual accounts for the financial year ended 30 June 2022 and the associated reports of the Directors and auditors (the “2022 Annual Report and Accounts”).
|
Issuer
|
|
For
|
For
|
O2 To approve the Directors’ Remuneration Report (other than the Directors’ Remuneration Policy referred to in resolution 3 below) contained in the 2022 Annual Report and Accounts.
|
Issuer
|
|
For
|
For
|
O3 To approve the Directors’ Remuneration Policy set out on pages 90 to 103 (inclusive) within the Directors’ Remuneration Report contained in the 2022 Annual Report and Accounts, such
Remuneration Policy to take effect immediately after the end of the AGM.
|
Issuer
|
|
For
|
For
|
O4 To appoint PricewaterhouseCoopers LLP as the Company’s auditor to act as such until the conclusion of the next general meeting of the Company at which the requirements of section 437 of the
Companies Act 2006 (the “Companies Act”) are complied with.
|
Issuer
|
|
For
|
For
|
O5 To authorise the Board to determine the auditors’ remuneration.
|
Issuer
|
|
For
|
O6 To re-elect Mr. J. Cotterell as a Director.
|
||
|
For
|
O7 To re-elect Mr. M. Thurston as a Director.
|
||
|
For
|
O8 To re-elect Mr. A. Allan as a Director.
|
||
|
For
|
O9 To re-elect Ms. S. Connal as a Director.
|
||
|
For
|
O10 To re-elect Mr. B. Druskin as a Director.
|
||
|
For
|
O11 To re-elect Mr. D. Pattillo as a Director.
|
||
|
For
|
O12 To re-elect Mr. T. Smith as a Director.
|
||
|
For
|
O13 To re-elect Ms. K. Hollister as a Director.
|
||
|
For
|
For
|
O14 To authorise the Board, generally and unconditionally for the purpose of section 551 of the Companies Act to allot shares in the Company or to grant rights to subscribe for or to convert any
security into shares in the Company up to a maximum aggregate nominal amount of £3,000,000 for a period expiring (unless previously renewed, varied or revoked by the Company in a general meeting) five years after the date on which the
resolution is passed.
|
Issuer
|
|
For
|
For
|
S15 Subject to the passing of resolution 14, to empower the Board generally pursuant to section 570(1) and section 573 of the Companies Act to allot equity securities (as defined in section 560
of the Companies Act) for cash pursuant to the general authority conferred on them by resolution 14 as if section 561(1) of the Companies Act did not apply to that allotment, provided that such power, inter alia, (i) is limited to the
allotment of equity securities up to a maximum aggregate nominal ...(due to space limits, see proxy material for full proposal).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ESTABLISHMENT LABS HOLDINGS INC.
|
5/24/23
|
ESTA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director to serve for a three-year term: Dennis Condon
|
||
|
For
|
1b. Election of Class II Director to serve for a three-year term: Leslie Gillin
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Marcum LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment and restatement of our amended and restated memorandum of association and articles of association to declassify the board of directors.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment and restatement of our amended and restated memorandum of association and articles of association to eliminate supermajority voting requirements.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EUROPEAN WAX CENTER, INC.
|
6/6/23
|
EWCZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LAURIE ANN GOLDMAN
|
||
|
For
|
DORVIN LIVELY
|
||
|
For
|
NITAL SCOTT
|
||
|
For
|
For
|
2. Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. Approval of an amendment to the Amended and Restated Certificate of Incorporation to limit the liability of officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVENTBRITE, INC.
|
6/8/23
|
EB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
K. AUGUST-DEWILDE
|
||
|
For
|
JULIA HARTZ
|
||
|
For
|
HELEN RILEY
|
||
|
For
|
For
|
2. A proposal to ratify the appointment of Moss Adams LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. A proposal to approve, on a non-binding advisory basis, the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVERI HOLDINGS INC.
|
5/17/23
|
EVRI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LINSTER W. FOX
|
||
|
For
|
MAUREEN T. MULLARKEY
|
||
|
For
|
SECIL TABLI WATSON
|
||
|
For
|
For
|
2. Advisory approval, on a non-binding basis, of the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote, on a non-binding basis, on the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
EVOLENT HEALTH, INC.
|
6/8/23
|
EVH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Craig Barbarosh
|
||
|
For
|
1b. Election of Director: Seth Blackley
|
||
|
For
|
1c. Election of Director: M. Bridget Duffy, MD
|
||
|
For
|
1d. Election of Director: Peter Grua
|
||
|
For
|
1e. Election of Director: Diane Holder
|
||
|
For
|
1f. Election of Director: Richard Jelinek
|
||
|
For
|
1g. Election of Director: Kim Keck
|
||
|
For
|
1h. Election of Director: Cheryl Scott
|
||
|
For
|
1i. Election of Director: Tunde Sotunde, MD
|
||
|
For
|
For
|
2. Proposal to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Proposal to approve the compensation of our named executive officers for 2022 on an advisory basis.
|
Issuer
|
|
For
|
For
|
4. Proposal to approve an amendment to the Amended and Restated Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FIRST WATCH RESTAURANT GROUP, INC.
|
5/23/23
|
FWRG
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JULIE M.B. BRADLEY
|
||
|
For
|
DAVID PARESKY
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP (“PwC”) as the independent registered public accounting firm of the Company for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FIVE9, INC.
|
5/16/23
|
FIVN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
MICHAEL BURKLAND
|
||
|
For
|
ROBERT ZOLLARS
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
FTI CONSULTING, INC.
|
6/7/23
|
FCN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Brenda J. Bacon
|
||
|
For
|
1b. Election of Director: Mark S. Bartlett
|
||
|
For
|
1c. Election of Director: Elsy Boglioli
|
||
|
For
|
1d. Election of Director: Claudio Costamagna
|
||
|
For
|
1e. Election of Director: Nicholas C. Fanandakis
|
||
|
For
|
1f. Election of Director: Steven H. Gunby
|
||
|
For
|
1g. Election of Director: Gerard E. Holthaus
|
||
|
For
|
1h. Election of Director: Stephen C. Robinson
|
||
|
For
|
1i. Election of Director: Laureen E. Seeger
|
||
|
For
|
For
|
2. Ratify the appointment of KPMG LLP as FTI Consulting, Inc.’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Vote on an advisory (non-binding) resolution to approve the compensation of the named executive officers for the year ended December 31, 2022 as described in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Conduct advisory (non-binding) vote on frequency of advisory (non-binding) votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GRID DYNAMICS HOLDINGS, INC.
|
12/22/22
|
GDYN
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ERIC BENHAMOU
|
||
|
For
|
WEIHANG WANG
|
||
|
For
|
PATRICK NICOLET
|
||
|
For
|
For
|
2. The ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
GUESS?, INC.
|
5/5/23
|
GES
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to serve until the Company’s 2024 annual meeting: Carlos Alberini
|
||
|
For
|
1.2 Election of Director to serve until the Company’s 2024 annual meeting: Anthony Chidoni
|
||
|
For
|
1.3 Election of Director to serve until the Company’s 2024 annual meeting: Cynthia Livingston
|
||
|
For
|
1.4 Election of Director to serve until the Company’s 2024 annual meeting: Maurice Marciano
|
||
|
For
|
1.5 Election of Director to serve until the Company’s 2024 annual meeting: Paul Marciano
|
||
|
For
|
1.6 Election of Director to serve until the Company’s 2024 annual meeting: Deborah Weinswig
|
||
|
For
|
1.7 Election of Director to serve until the Company’s 2024 annual meeting: Alex Yemenidjian
|
||
|
For
|
For
|
2. Advisory vote on the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Advisory vote on the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of the independent auditor for the fiscal year ending February 3, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HALOZYME THERAPEUTICS, INC.
|
5/5/23
|
HALO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1A. Election of Class I Director: Bernadette Connaughton
|
||
|
For
|
1B. Election of Class I Director: Moni Miyashita
|
||
|
For
|
1C. Election of Class I Director: Matthew L. Posard
|
||
|
For
|
For
|
2. To approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To recommend, by non-binding vote, the frequency of executive compensation votes.
|
Issuer
|
|
For
|
For
|
4. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HAMILTON LANE INCORPORATED
|
9/1/22
|
HLNE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
HARTLEY R. ROGERS
|
||
|
For
|
MARIO L. GIANNINI
|
||
|
For
|
For
|
2. Advisory, non-binding vote to approve named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. To approve Amendment No. 2 to the Hamilton Lane Incorporated 2017 Equity Incentive Plan.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending March 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
HEALTHEQUITY, INC.
|
6/22/23
|
HQY
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 Annual Meeting: Robert Selander
|
||
|
For
|
1b. Election of Director to hold office until the 2024 Annual Meeting: Jon Kessler
|
||
|
For
|
1c. Election of Director to hold office until the 2024 Annual Meeting: Stephen Neeleman, M.D.
|
||
|
For
|
1d. Election of Director to hold office until the 2024 Annual Meeting: Paul Black
|
||
|
For
|
1e. Election of Director to hold office until the 2024 Annual Meeting: Frank Corvino
|
||
|
For
|
1f. Election of Director to hold office until the 2024 Annual Meeting: Adrian Dillon
|
||
|
For
|
1g. Election of Director to hold office until the 2024 Annual Meeting: Evelyn Dilsaver
|
||
|
For
|
1h. Election of Director to hold office until the 2024 Annual Meeting: Debra McCowan
|
||
|
For
|
1i. Election of Director to hold office until the 2024 Annual Meeting: Rajesh Natarajan
|
||
|
For
|
1j. Election of Director to hold office until the 2024 Annual Meeting: Stuart Parker
|
||
|
For
|
1k. Election of Director to hold office until the 2024 Annual Meeting: Gayle Wellborn
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding, advisory basis, the fiscal 2023 compensation paid to our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation paid to our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ICF INTERNATIONAL, INC.
|
6/1/23
|
ICFI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Ms. Marilyn Crouther
|
||
|
For
|
1b. Election of Director: Mr. Michael J. Van Handel
|
||
|
For
|
1c. Election of Director: Dr. Michelle A. Williams
|
||
|
For
|
For
|
2. AMEND AND RESTATE THE ICF 2018 OMNIBUS INCENTIVE PLAN. Stockholders are being asked to vote in favor of an amendment and restatement of the 2018 Incentive Plan to increase the number of shares
under the 2018 Incentive Plan, and to incorporate new compensation recovery provisions in consideration of Exchange Act Rule 10D-1 and certain other immaterial amendments to improve and modernize this plan.
|
Issuer
|
|
For
|
For
|
3. ADVISORY VOTE REGARDING ICF INTERNATIONAL’S OVERALL PAY-FOR- PERFORMANCE NAMED EXECUTIVE OFFICER COMPENSATION PROGRAM. Approve by non-binding, advisory vote, the Company’s overall
pay-for-performance executive compensation program, as described in the Compensation Discussion and Analysis, the compensation tables and the related narratives and other materials in the Proxy Statement.
|
Issuer
|
|
1 Year
|
1 Year
|
4. ADVISORY VOTE REGARDING ICF’S FREQUENCY OF SAY ON PAY VOTING. Approve by non-binding, advisory vote on how frequently the Company’s stockholders are given an opportunity to cast a “Say on Pay”
vote at future annual stockholder meetings (or any special stockholder meeting for which ICF must include executive compensation information in the proxy statement for that meeting).
|
Issuer
|
|
For
|
For
|
5. AMEND THE ICF INTERNATIONAL AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO LIMIT THE LIABILITY OF CERTAIN OFFICERS OF ICF. Stockholders are being asked to vote in favor of an amendment
to the Certificate of Incorporation of the Company to provide exculpation from liability for officers of the Company from certain monetary claims of breach of the fiduciary duty of care, similar to protections currently available to
directors of the Company.
|
Issuer
|
|
For
|
For
|
6. RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. Ratify the selection of Grant Thornton as the Company’s independent registered public accounting firm for the fiscal year ending
December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
INSPIRE MEDICAL SYSTEMS, INC.
|
4/27/23
|
INSP
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
CYNTHIA B. BURKS
|
||
|
For
|
GARY L. ELLIS
|
||
|
For
|
G.G. MELENIKIOTOU
|
||
|
For
|
DANA G. MEAD
|
||
|
For
|
For
|
2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JANUS INTERNATIONAL GROUP, INC.
|
6/16/23
|
JBI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Class II Director to serve until the 2026 Annual Meeting: Thomas Szlosek
|
||
|
For
|
1b. Election of Class II Director to serve until the 2026 Annual Meeting: David Doll
|
||
|
For
|
For
|
2. The ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
JOHN BEAN TECHNOLOGIES CORPORATION
|
5/12/23
|
JBT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Barbara L. Brasier
|
||
|
For
|
1b. Election of Director: Brian A. Deck
|
||
|
For
|
1c. Election of Director: Polly B. Kawalek
|
||
|
For
|
For
|
2. Approve the amendment and restatement of the company’s certificate of incorporation to declassify the company’s Board of Directors.
|
Issuer
|
|
For
|
For
|
3. Approve, on an advisory basis, a non-binding resolution regarding the compensation of the company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approve, on an advisory basis, a non-binding resolution regarding the frequency of future advisory votes regarding the compensation of the company’s named executive officers.
|
Issuer
|
|
For
|
For
|
5. Ratify the appointment of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KARAT PACKAGING INC.
|
6/14/23
|
KRT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director for a term expiring at the next Annual Meeting: Alan Yu
|
||
|
For
|
1b. Election of Director for a term expiring at the next Annual Meeting: Joanne Wang
|
||
|
For
|
1c. Election of Director for a term expiring at the next Annual Meeting: Paul Y. Chen
|
||
|
For
|
1d. Election of Director for a term expiring at the next Annual Meeting: Eric Chen
|
||
|
For
|
1e. Election of Director for a term expiring at the next Annual Meeting: Eve Yen
|
||
|
For
|
For
|
2. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent certified public accountants for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To obtain advisory approval of the Company’s executive compensation (“Say on Pay”).
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KORNIT DIGITAL LTD.
|
8/11/22
|
KRNT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Re-election/ initial election of Class I Director for a three- year term until the Company’s annual general meeting of shareholders in 2025: Mr. Yehoshua (Shuki) Nir
|
||
|
For
|
1b. Re-election/ initial election of Class I Director for a three- year term until the Company’s annual general meeting of shareholders in 2025: Mr. Dov Ofer
|
||
|
For
|
1c. Re-election/ initial election of Class I Director for a three- year term until the Company’s annual general meeting of shareholders in 2025: Mr. Jae Hyun (Jay) Lee
|
||
|
For
|
For
|
2. Re-appointment of Kost Forer Gabbay & Kasierer, registered public accounting firm, a member firm of Ernst & Young Global, as the Company’s independent registered public accounting firm
for the year ending December 31, 2022 and until the Company’s 2023 annual general meeting of shareholders, and authorization of the Company’s board of directors (with power of delegation to the audit committee thereof) to fix such
accounting firm’s annual compensation
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
KORNIT DIGITAL LTD.
|
12/29/22
|
KRNT
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
For
|
1. Approval of the compensation terms of Lauri Hanover, the Company’s new Chief Financial Officer.
|
Issuer
|
|
For
|
For
|
2. Approval of an amended package of employment terms for Ronen Samuel, the Company’s Chief Executive Officer, in order to increase his annual long-term incentive opportunity.
|
Issuer
|
|
For
|
None
|
2a. By checking the box marked “FOR”, the undersigned hereby confirms that he, she or it is not a “controlling shareholder” and does not have a “personal interest” (i.e., a conflict of interest)
in the approval of Proposal 2 (in each case as defined in the Companies Law and described in the Proxy Statement). If the undersigned or a related party of the undersigned is a controlling shareholder or has such a conflict of interest,
check the box “AGAINST”. [MUST COMPLETE ITEM 2A]
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
LIGAND PHARMACEUTICALS INCORPORATED
|
6/9/23
|
LGND
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JASON M. ARYEH
|
||
|
For
|
TODD C. DAVIS
|
||
|
For
|
NANCY R. GRAY, PH.D.
|
||
|
For
|
JASON HAAS
|
||
|
For
|
JOHN W. KOZARICH, PH.D.
|
||
|
For
|
JOHN L. LAMATTINA, PH.D
|
||
|
For
|
STEPHEN L. SABBA, M.D.
|
||
|
For
|
For
|
2. Ratification of Ernst & Young LLP as Ligand’s independent registered accounting firm
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory basis, of the compensation of the named executive officers
|
Issuer
|
|
1 Year
|
1 Year
|
4. Approval, on an advisory basis, of whether the stockholder vote to approve the compensation of the named executive officers should occur every one, two or three years
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MASTEC, INC.
|
5/16/23
|
MTZ
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ERNST N. CSISZAR
|
||
|
For
|
JULIA L. JOHNSON
|
||
|
For
|
JORGE MAS
|
||
|
For
|
For
|
2. Ratification of the appointment of BDO USA, LLP as our independent registered public accounting firm for 2023.
|
Issuer
|
|
For
|
For
|
3. Approval of a non-binding advisory resolution regarding the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. A non-binding advisory resolution regarding the frequency of the vote regarding the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MATADOR RESOURCES COMPANY
|
6/9/23
|
MTDR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Joseph Wm. Foran
|
||
|
For
|
1b. Election of Director: Reynald A. Baribault
|
||
|
For
|
1c. Election of Director: Timothy E. Parker
|
||
|
For
|
1d. Election of Director: Shelley F. Appel
|
||
|
For
|
For
|
2. Advisory vote to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MAXLINEAR, INC.
|
5/10/23
|
MXL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director to serve until the 2026 annual meeting: Albert J. Moyer
|
||
|
For
|
1.2 Election of Class II Director to serve until the 2026 annual meeting: Theodore L. Tewksbury, Ph.D.
|
||
|
For
|
1.3 Election of Class II Director to serve until the 2026 annual meeting: Carolyn D. Beaver
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of our named executive officers for the year ended December 31, 2022, as set forth in the proxy statement.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To approve, on an advisory basis, the frequency of future stockholder votes on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
5. To approve an amendment to our amended and restated certificate of incorporation to reflect Delaware law provisions regarding officer exculpation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
MGP INGREDIENTS, INC.
|
5/25/23
|
MGPI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Thomas A. Gerke
|
||
|
For
|
1b. Election of Director: Donn Lux
|
||
|
For
|
1c. Election of Director: Kevin S. Rauckman
|
||
|
For
|
1d. Election of Director: Todd B. Siwak
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm.
|
Issuer
|
|
For
|
For
|
3. To adopt an advisory resolution to approve the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To approve, on an advisory basis, the frequency of future advisory votes on executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NATERA, INC.
|
6/9/23
|
NTRA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
ROWAN CHAPMAN
|
||
|
For
|
HERM ROSENMAN
|
||
|
For
|
JONATHAN SHEENA
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as Natera, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory (non-binding) basis, the compensation of Natera, Inc.’s named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
NV5 GLOBAL, INC.
|
6/13/23
|
NVEE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director to hold office until the next annual meeting: Dickerson Wright
|
||
|
For
|
1.2 Election of Director to hold office until the next annual meeting: Alexander A. Hockman
|
||
|
For
|
1.3 Election of Director to hold office until the next annual meeting: MaryJo E. O’Brien
|
||
|
For
|
1.4 Election of Director to hold office until the next annual meeting: William D. Pruitt
|
||
|
For
|
1.5 Election of Director to hold office until the next annual meeting: François Tardan
|
||
|
For
|
1.6 Election of Director to hold office until the next annual meeting: Laurie Conner
|
||
|
For
|
1.7 Election of Director to hold office until the next annual meeting: Denise Dickins
|
||
|
For
|
1.8 Election of Director to hold office until the next annual meeting: Brian C. Freckmann
|
||
|
For
|
For
|
2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To conduct a non-binding advisory vote to approve the compensation paid to the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve the NV5 Global, Inc. 2023 Equity Incentive Plan.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OLLIE’S BARGAIN OUTLET HOLDINGS, INC.
|
6/15/23
|
OLLI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to hold office until the 2024 Annual Meeting: Alissa Ahlman
|
||
|
For
|
1b. Election of Director to hold office until the 2024 Annual Meeting: Robert Fisch
|
||
|
For
|
1c. Election of Director to hold office until the 2024 Annual Meeting: Stanley Fleishman
|
||
|
For
|
1d. Election of Director to hold office until the 2024 Annual Meeting: Thomas Hendrickson
|
||
|
For
|
1e. Election of Director to hold office until the 2024 Annual Meeting: Abid Rizvi
|
||
|
For
|
1f. Election of Director to hold office until the 2024 Annual Meeting: John Swygert
|
||
|
For
|
1g. Election of Director to hold office until the 2024 Annual Meeting: Stephen White
|
||
|
For
|
1h. Election of Director to hold office until the 2024 Annual Meeting: Richard Zannino
|
||
|
For
|
For
|
2. To approve a non-binding proposal regarding the compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 3, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OMNIAB, INC.
|
6/23/23
|
OABI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Matthew W. Foehr
|
||
|
For
|
1.2 Election of Director: Jennifer Cochran, Ph.D.
|
||
|
For
|
For
|
2. Ratification of Ernst & Young LLP as OmniAb, Inc.’s independent registered accounting firm
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OPEN LENDING CORPORATION
|
5/24/23
|
LPRO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class III Director for a three-year term: John J. Flynn
|
||
|
For
|
1.2 Election of Class III Director for a three-year term: Keith A. Jezek
|
||
|
For
|
1.3 Election of Class III Director for a three-year term: Jessica Snyder
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To hold a nonbinding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
OPTIMIZERX CORPORATION
|
6/7/23
|
OPRX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
WILLIAM J. FEBBO
|
||
|
For
|
GUS D. HALAS
|
||
|
For
|
LYNN O’CONNOR VOS
|
||
|
For
|
JAMES LANG
|
||
|
For
|
PATRICK SPANGLER
|
||
|
For
|
GREGORY D. WASSON
|
||
|
For
|
For
|
2. Advisory approval of the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of UHY LLP as OptimizeRx’s independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PAGERDUTY, INC.
|
6/14/23
|
PD
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
SAMEER DHOLAKIA
|
||
|
For
|
WILLIAM LOSCH
|
||
|
For
|
JENNIFER TEJADA
|
||
|
For
|
For
|
2. To ratify the selection of Ernst & Young LLP by the Audit Committee of the Board of Directors as the independent registered public accounting firm of the Company for its fiscal year ending
January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To conduct an advisory, non-binding vote to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PALOMAR HOLDINGS, INC.
|
5/25/23
|
PLMR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DARYL BRADLEY
|
||
|
For
|
ROBERT E. DOWDELL
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the compensation of our Named Executive Officers.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PARAGON 28, INC
|
5/17/23
|
FNA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
QUENTIN BLACKFORD
|
||
|
For
|
ALF GRUNWALD
|
||
|
For
|
STEPHEN OESTERLE, M.D.
|
||
|
For
|
For
|
2. Approve an Amendment to the Paragon 28, Inc. Amended and Restated Certificate of Incorporation to Declassify the Board of Directors commencing with the 2028 annual meeting of stockholders.
|
Issuer
|
|
For
|
For
|
3. Approve an Amendment to the Paragon 28, Inc. Amended and Restated Certificate of Incorporation to remove Super majority Voting Requirements from and after the 2028 annual meeting of
stockholders.
|
Issuer
|
|
For
|
For
|
4. Ratify the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PGT INNOVATIONS, INC.
|
6/20/23
|
PGTI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
RICHARD D. FEINTUCH
|
||
|
For
|
JEFFREY T. JACKSON
|
||
|
For
|
BRETT N. MILGRIM
|
||
|
For
|
FRANCES POWELL HAWES
|
||
|
For
|
For
|
2. To approve the compensation of our Named Executive Officers on an advisory basis.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2023 fiscal year.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PRIVIA HEALTH GROUP, INC.
|
5/24/23
|
PRVA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Shawn Morris
|
||
|
For
|
1.2 Election of Director: Jeff Bernstein
|
||
|
For
|
1.3 Election of Director: Nancy Cocozza
|
||
|
For
|
1.4 Election of Director: David King
|
||
|
For
|
1.5 Election of Director: Thomas McCarthy
|
||
|
For
|
1.6 Election of Director: Will Sherrill
|
||
|
For
|
1.7 Election of Director: Bill Sullivan
|
||
|
For
|
1.8 Election of Director: Patricia Maryland
|
||
|
For
|
1.9 Election of Director: Jaewon Ryu, M.D.
|
||
|
1 Year
|
1 Year
|
2. Approval, on an advisory (non-binding) basis, of the frequency of future advisory votes on the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
3. Ratification of appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
PROS HOLDINGS, INC.
|
5/11/23
|
PRO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
GREG B. PETERSEN
|
||
|
For
|
TIMOTHY V. WILLIAMS
|
||
|
For
|
For
|
2. Advisory vote on named executive officer compensation.
|
Issuer
|
|
For
|
For
|
3. Approval of amendments to our Amended and Restated 2017 Equity Incentive Plan to, among other items, increase the number of shares authorized for issuance by 2.9 million shares.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of PROS Holdings, Inc. for the fiscal year ending December 31, 2023.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory Vote on Frequency of Vote on Executive Compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
QUIDELORTHO CORPORATION
|
5/16/23
|
QDEL
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
DOUGLAS C. BRYANT
|
||
|
For
|
KENNETH F. BUECHLER PHD
|
||
|
For
|
EVELYN S. DILSAVER
|
||
|
For
|
EDWARD L. MICHAEL
|
||
|
For
|
MARY L POLAN MD PHD MPH
|
||
|
For
|
ANN D. RHOADS
|
||
|
For
|
ROBERT R. SCHMIDT
|
||
|
For
|
CHRISTOPHER M. SMITH
|
||
|
For
|
MATTHEW W. STROBECK PHD
|
||
|
For
|
KENNETH J. WIDDER, M.D.
|
||
|
For
|
JOSEPH D. WILKINS JR.
|
||
|
For
|
STEPHEN H. WISE
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of QuidelOrtho’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. To hold a non-binding advisory vote on the frequency of future advisory votes on the compensation of QuidelOrtho’s named executive officers.
|
Issuer
|
|
For
|
For
|
4. To ratify the selection of Ernst & Young LLP as QuidelOrtho’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
RUSH STREET INTERACTIVE, INC.
|
6/1/23
|
RSI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
NEIL BLUHM
|
||
|
For
|
NICCOLO DE MASI
|
||
|
For
|
For
|
2. Ratify the appointment of WithumSmith+Brown, PC as our independent registered public accounting firm for fiscal year 2023.
|
Issuer
|
|
For
|
For
|
3. Approve an amendment to the Rush Street Interactive, Inc. 2020 Omnibus Equity Incentive Plan to increase the share reserve by 22,380,000 shares of Class A common stock.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SHIFT4 PAYMENTS, INC.
|
6/9/23
|
FOUR
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
SAM BAKHSHANDEHPOUR
|
||
|
For
|
JONATHAN HALKYARD
|
||
|
For
|
DONALD ISAACMAN
|
||
|
For
|
For
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SHOALS TECHNOLOGIES GROUP, INC.
|
5/4/23
|
SHLS
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JEANNETTE MILLS
|
||
|
For
|
LORI SUNDBERG
|
||
|
1 Year
|
1 Year
|
2. Approval, by an advisory vote, of the frequency of future advisory votes to approve the compensation of the Company’s Named Executive Officers (i.e., “say-on-pay” frequency proposal).
|
Issuer
|
|
For
|
For
|
3. Approval, by an advisory vote, of the compensation of the Company’s Named Executive Officers (i.e., “say-on-pay” proposal).
|
Issuer
|
|
For
|
For
|
4. The ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SILICON LABORATORIES INC.
|
4/20/23
|
SLAB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class I Director to serve on the Board of Directors until our 2026 annual meeting of stockholders or until a successor is duly elected and qualified: Navdeep S. Sooch
|
||
|
For
|
1.2 Election of Class I Director to serve on the Board of Directors until our 2026 annual meeting of stockholders or until a successor is duly elected and qualified: Robert J. Conrad
|
||
|
For
|
1.3 Election of Class I Director to serve on the Board of Directors until our 2026 annual meeting of stockholders or until a successor is duly elected and qualified: Nina Richardson
|
||
|
For
|
For
|
2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To vote on an advisory (non-binding) resolution to approve executive compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. To vote on an advisory (non-binding) resolution regarding the frequency of holding future advisory votes regarding executive compensation.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SITIME CORPORATION
|
6/1/23
|
SITM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Torsten G. Kreindl
|
||
|
For
|
1.2 Election of Director: Akira Takata
|
||
|
For
|
For
|
2. To approve, on an advisory basis, the compensation of SiTime’s named executive officers as disclosed in SiTime’s proxy statement.
|
Issuer
|
|
For
|
For
|
3. To ratify the appointment by the audit committee of BDO USA, LLP as SiTime’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STAAR SURGICAL COMPANY
|
6/15/23
|
STAA
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
STEPHEN C. FARRELL
|
||
|
For
|
THOMAS G. FRINZI
|
||
|
For
|
GILBERT H. KLIMAN, MD
|
||
|
For
|
AIMEE S. WEISNER
|
||
|
For
|
ELIZABETH YEU, MD
|
||
|
For
|
K. PEONY YU, MD
|
||
|
For
|
For
|
2. Approval of the Amended and Restated Omnibus Equity Incentive Plan to increase the number of shares reserved for issuance under the plan, among other changes.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of BDO USA, LLP as our independent registered public accounting firm for the year ending December 29, 2023.
|
Issuer
|
|
For
|
For
|
4. Non-binding advisory vote to approve the compensation of our named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
5. Advisory vote on the frequency of future advisory votes to approve the compensation of our named executive officers.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
STEVEN MADDEN, LTD.
|
5/24/23
|
SHOO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
EDWARD R. ROSENFELD
|
||
|
For
|
PETER A. DAVIS
|
||
|
For
|
AL FERRARA
|
||
|
For
|
MITCHELL S. KLIPPER
|
||
|
For
|
MARIA TERESA KUMAR
|
||
|
For
|
ROSE PEABODY LYNCH
|
||
|
For
|
PETER MIGLIORINI
|
||
|
For
|
ARIAN SIMONE REED
|
||
|
For
|
RAVI SACHDEV
|
||
|
For
|
ROBERT SMITH
|
||
|
For
|
AMELIA NEWTON VARELA
|
||
|
For
|
For
|
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2023.
|
Issuer
|
|
For
|
For
|
3. TO APPROVE, BY NON-BINDING ADVISORY VOTE, THE EXECUTIVE COMPENSATION DESCRIBED IN THE STEVEN MADDEN, LTD. PROXY STATEMENT.
|
Issuer
|
|
1 Year
|
1 Year
|
4. TO RECOMMEND, BY NON-BINDING ADVISORY VOTE, THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
SUMMIT MATERIALS, INC.
|
5/25/23
|
SUM
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOSEPH S. CANTIE
|
||
|
For
|
ANNE M. COONEY
|
||
|
For
|
JOHN R. MURPHY
|
||
|
For
|
ANNE P. NOONAN
|
||
|
For
|
TAMLA D. OATES-FORNEY
|
||
|
For
|
STEVEN H. WUNNING
|
||
|
For
|
For
|
2. Nonbinding advisory vote on the compensation of our named executive officers for 2022.
|
Issuer
|
|
For
|
For
|
3. Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 30, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TASKUS,INC
|
5/18/23
|
TASK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JASPAR WEIR
|
||
|
For
|
AMIT DIXIT
|
||
|
For
|
MICHELLE GONZALEZ
|
||
|
For
|
For
|
2. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TENABLE HOLDINGS, INC.
|
5/24/23
|
TENB
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: John C. Huffard, Jr.
|
||
|
For
|
1.2 Election of Director: A. Brooke Seawell
|
||
|
For
|
1.3 Election of Director: Raymond Vicks, Jr.
|
||
|
For
|
For
|
2. To ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year ending
December 31, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TEXAS ROADHOUSE,INC.
|
5/11/23
|
TXRH
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Director: Michael A. Crawford
|
||
|
For
|
1.2 Election of Director: Donna E. Epps
|
||
|
For
|
1.3 Election of Director: Gregory N. Moore
|
||
|
For
|
1.4 Election of Director: Gerald L. Morgan
|
||
|
For
|
1.5 Election of Director: Curtis A. Warfield
|
||
|
For
|
1.6 Election of Director: Kathleen M. Widmer
|
||
|
For
|
1.7 Election of Director: James R. Zarley
|
||
|
For
|
For
|
2. Proposal to Ratify the Appointment of KPMG LLP as Texas Roadhouse’s Independent Auditors for 2023.
|
Issuer
|
|
For
|
For
|
3. Say on Pay - An Advisory Vote on the Approval of Executive Compensation.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Say When on Pay - An Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation.
|
Issuer
|
|
Against
|
Against
|
5. An Advisory Vote on a Shareholder Proposal Regarding the Issuance of a Climate Report.
|
Security Holder
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE AZEK COMPANY INC.
|
2/28/23
|
AZEK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
GARY HENDRICKSON
|
||
|
For
|
HOWARD HECKES
|
||
|
For
|
BENNETT ROSENTHAL
|
||
|
For
|
JESSE SINGH
|
||
|
For
|
For
|
2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending September 30, 2023.
|
Issuer
|
|
For
|
For
|
3. To approve, on an advisory, non-binding basis, the compensation of our named executive officers.
|
Issuer
|
|
For
|
For
|
4. To approve an amendment to our restated certificate of incorporation to limit the liability of certain officers of the Company as permitted by recent amendments to Delaware law.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE BANCORP, INC.
|
5/24/23
|
TBBK
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: James J. McEntee lll
|
||
|
For
|
1b. Election of Director: Michael J. Bradley
|
||
|
For
|
1c. Election of Director: Matthew N. Cohn
|
||
|
For
|
1d. Election of Director: Cheryl D. Creuzot
|
||
|
For
|
1e. Election of Director: John M. Eggemeyer
|
||
|
For
|
1f. Election of Director: Hersh Kozlov
|
||
|
For
|
1g. Election of Director: Damian M. Kozlowski
|
||
|
For
|
1h. Election of Director: William H. Lamb
|
||
|
For
|
1i. Election of Director: Daniela A. Mielke
|
||
|
For
|
1j. Election of Director: Stephanie B. Mudick
|
||
|
For
|
For
|
2. Proposal to approve a non-binding advisory vote on the Company’s compensation program for its named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
3. Proposal to approve a non-binding advisory vote on the frequency of votes on the Company’s compensation program for its named executive officers.
|
Issuer
|
|
For
|
For
|
4. Proposal to approve the selection of Grant Thornton LLP as independent public accountants for the Company for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
THE LOVESAC COMPANY
|
6/1/23
|
LOVE
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
JOHN GRAFER
|
||
|
For
|
ANDREW HEYER
|
||
|
For
|
JACK KRAUSE
|
||
|
For
|
SHARON LEITE
|
||
|
For
|
WALTER MCLALLEN
|
||
|
For
|
VINEET MEHRA
|
||
|
For
|
SHAWN NELSON
|
||
|
For
|
SHIRLEY ROMIG
|
||
|
For
|
For
|
2. To provide advisory approval of the Company’s fiscal 2023 compensation for its named executive officers.
|
Issuer
|
|
For
|
For
|
3. To approve the Amendment of the Second Amended and Restated 2017 Equity Incentive Plan that increases the number of shares for issuance thereunder by 225,000 shares.
|
Issuer
|
|
For
|
For
|
4. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending February 4, 2024.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TRANSMEDICS GROUP, INC.
|
5/25/23
|
TMDX
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director: Waleed Hassanein, M.D.
|
||
|
For
|
1b. Election of Director: James R. Tobin
|
||
|
For
|
1c. Election of Director: Edward M. Basile
|
||
|
For
|
1d. Election of Director: Thomas J. Gunderson
|
||
|
For
|
1e. Election of Director: Edwin M. Kania, Jr.
|
||
|
For
|
1f. Election of Director: Stephanie Lovell
|
||
|
For
|
1g. Election of Director: Merilee Raines
|
||
|
For
|
1h. Election of Director: David Weill, M.D.
|
||
|
For
|
For
|
2. To approve, on a non-binding advisory basis, the compensation paid to TransMedics’ named executive officers.
|
Issuer
|
|
For
|
For
|
3. To approve an amendment to the TransMedics Group, Inc. 2019 Stock Incentive Plan to increase the maximum aggregate number of shares of common stock that may be issued pursuant to awards
granted under the TransMedics Group, Inc. 2019 Stock Incentive Plan as set forth in the proxy statement.
|
Issuer
|
|
For
|
For
|
4. To ratify the appointment of PricewaterhouseCoopers LLP as TransMedics Group, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
TREACE MEDICAL CONCEPTS, INC.
|
5/23/23
|
TMCI
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
LANCE A. BERRY
|
||
|
For
|
ELIZABETH S. HANNA
|
||
|
For
|
JANE E. KIERNAN
|
||
|
For
|
For
|
2. Proposal to ratify the appointment of Grant Thornton LLP as independent registered public accounting firm for the year ending December 31, 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
UNIVERSAL DISPLAY CORPORATION
|
6/15/23
|
OLED
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1a. Election of Director to serve for a one-year term: Steven V. Abramson
|
||
|
For
|
1b. Election of Director to serve for a one-year term: Cynthia J. Comparin
|
||
|
For
|
1c. Election of Director to serve for a one-year term: Richard C. Elias
|
||
|
For
|
1d. Election of Director to serve for a one-year term: Elizabeth H. Gemmill
|
||
|
For
|
1e. Election of Director to serve for a one-year term: C. Keith Hartley
|
||
|
For
|
1f. Election of Director to serve for a one-year term: Celia M. Joseph
|
||
|
For
|
1g. Election of Director to serve for a one-year term: Lawrence Lacerte
|
||
|
For
|
1h. Election of Director to serve for a one-year term: Sidney D. Rosenblatt
|
||
|
For
|
For
|
2. Approval of the Company’s Equity Compensation Plan.
|
Issuer
|
|
For
|
For
|
3. Advisory resolution to approve the compensation of the Company’s named executive officers.
|
Issuer
|
|
1 Year
|
1 Year
|
4. Advisory resolution regarding the frequency of future advisory shareholder votes on compensation of the Company’s named executive officers.
|
Issuer
|
|
For
|
For
|
5. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2023.
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
WINGSTOP INC.
|
5/17/23
|
WING
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
1.1 Election of Class II Director for a term that expires at the 2026 Annual Meeting: Lynn Crump-Caine
|
||
|
For
|
1.2 Election of Class II Director for a term that expires at the 2026 Annual Meeting: Wesley S. McDonald
|
||
|
For
|
1.3 Election of Class II Director for a term that expires at the 2026 Annual Meeting: Ania M. Smith
|
||
|
For
|
For
|
2. Ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2023
|
Issuer
|
|
For
|
For
|
3. Approve, on an advisory basis, the compensation of the Company’s named executive officers
|
Issuer
|
|
Company Name
|
Meeting Date
|
CUSIP
|
Ticker
|
|
ZUORA, INC.
|
6/27/23
|
ZUO
|
|
|
Vote
|
MRV
|
Proposal
|
Proposed by Issuer or Security Holder
|
|
For
|
Director
|
Issuer
|
|
|
For
|
OMAR P. ABBOSH
|
||
|
For
|
SARAH R. BOND
|
||
|
For
|
JASON PRESSMAN
|
||
|
For
|
For
|
2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2024.
|
Issuer
|
|
For
|
For
|
3. To approve, on a non-binding advisory basis, the compensation paid by us to our Named Executive Officers as disclosed in this Proxy Statement.
|
Issuer
|
| This ‘N-PX’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/31/24 | ||||
| 3/2/24 | ||||
| 2/4/24 | ||||
| 2/3/24 | ||||
| 1/31/24 | ||||
| 1/28/24 | ||||
| 1/1/24 | ||||
| 12/31/23 | ||||
| 12/30/23 | ||||
| 12/29/23 | ||||
| 12/1/23 | ||||
| 10/31/23 | ||||
| 10/29/23 | ||||
| 10/28/23 | ||||
| 10/15/23 | ||||
| 9/30/23 | ||||
| 9/24/23 | ||||
| 8/31/23 | ||||
| Filed on / Effective on: | 8/25/23 | |||
| 7/31/23 | ||||
| 7/1/23 | ||||
| For Period end: | 6/30/23 | |||
| 6/1/23 | ||||
| 5/28/23 | ||||
| 5/3/23 | ||||
| 4/30/23 | ||||
| 4/28/23 | ||||
| 4/12/23 | ||||
| 3/31/23 | 24F-2NT, N-CEN, N-CSR, NPORT-P | |||
| 3/25/23 | ||||
| 3/24/23 | ||||
| 3/13/23 | ||||
| 3/5/23 | ||||
| 1/22/23 | ||||
| 1/8/23 | ||||
| 12/31/22 | NPORT-P | |||
| 12/1/22 | ||||
| 11/7/22 | ||||
| 9/30/22 | N-CSRS, NPORT-P | |||
| 9/1/22 | ||||
| 8/31/22 | ||||
| 7/11/22 | ||||
| 7/1/22 | ||||
| 6/1/22 | ||||
| 5/31/22 | ||||
| 4/30/22 | ||||
| 4/1/22 | ||||
| 3/31/22 | 24F-2NT, N-CEN, N-CSR, NPORT-P, NPORT-P/A | |||
| 3/1/22 | ||||
| 2/28/22 | NPORT-P | |||
| 1/31/22 | ||||
| 11/25/19 | NPORT-P | |||
| List all Filings | ||||