N-PX 1 v191348_npx.txt FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act File Number: 811-09174 AEGIS VALUE FUND, INC. Address: 1100 NORTH GLEBE ROAD, SUITE 1040 ARLINGTON, VIRGINIA 22201 Name and address of agent for service: Aegis Financial Corporation 1100 NORTH GLEBE ROAD, SUITE 1040 ARLINGTON, VIRGINIA 22201 Registrant telephone number: (703) 528-7788 Date of fiscal year end: 8/31/2010 Date of reporting period: 7/1/2009 - 6/30/2010 SIGNATURES PURSUANT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THERE UNTO DULY AUTHORIZED. Aegis Value Fund, Inc. BY: /s/ Scott L. Barbee President Aegis Value Fund, Inc. Date: July 26, 2010 NOTES UNLESS NOTED OTHERWISE: 1) All matters were proposed by the issuer. 2) Management recommended a vote for all issuer proposals. 3) Management recommended a vote against all shareholder proposals. Adams Resources & Engergy, Inc. Annual Meeting Meeting Date: 05/19/2010 for holders as of 04/01/2010 Exchange Ticker Symbol: AE Cusip: 006351308 01. DIRECTOR(S): Voted: For K.S. Adams, Jr. Voted: For F.T. Webster Voted: For E.C. Reinauer, Jr. Voted: For E.J. Webster, Jr. Voted: For L.E. Bell Alliance One International, Inc. Annual Meeting Meeting Date: 08/06/2009 for holders as of 06/12/2009 Exchange Ticker Symbol: AOI Cusip: 018772103 01. Directors: Voted: For John M. Hines Voted: For Mark W. Kehaya Voted: For Martin R. Wade III 02. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent auditors for the fiscal year ending March 31, 2010. Voted: For this proposal 03. Approval of the proposed amendment and restatement of the Alliance One Internation, Inc. 2007 Incentive Plan. Voted: Against this proposal The Allied Defense Group, Inc. Annual Meeting Meeting Date: 11/13/2009 for holders as of 09/30/2009 Exchange Ticker Symbol: ADG Cusip: 019118108 01. Directors: Voted: Withhold JH Binford Peay, III Voted: For Ronald H. Griffith Voted: For Gilbert F. Decker Voted: Withhold John G. Meyer, JR. Voted: For Charles S. Ream Voted: For John J. Marcello Voted: For Tassos D. Recachinas Voted: For Frederick G. Wasserman 02. Proposal: Appointment of Auditors. Voted: For this proposal The Allied Defense Group, Inc. Special Meeting Meeting Date: 04/08/2010 for holders as of 03/10/2010 Exchange Ticker Symbol: ADG Cusip: 019118108 01. Proposal: To adopt the agreement and plan of merger dated January 18, 2010, by and among Chemring Group Plc, a company organized under the laws of England and Wales, Melanie Merger Sub Inc., a Delaware Corporation and a newly-formed wholly-owned subsidiary of Chemring, and The Allied Defense Group, Inc. Voted: For this proposal 02. Proposal: To adjourn the special meeting to a later date or time, if necessary, to permit further solicitation of proxies in event that there are not sufficient votes at tie of special meeting or adjournment or postponement thereof to adopt agreement and plan of merger dated January 18, 2010, by and among Chemring Group Plc, Melanie Merger Sub Inc. & Allied Defence Group, Inc. Voted: For this proposal American Pacific Corporation Annual Meeting Meeting Date: 03/09/2010 for holders as of 01/14/2010 Exchange Ticker Symbol: APFC Cusip: 028740108 01. DIRECTOR(S): Voted: For DR. Joseph Carleone Voted: Withhold Fred D. Gibson, Jr. Voted: For Berlyn D. Miller Voted: Withhold John R. Gibson Voted: For Jan H. Loeb Voted: Withhold William F. Readdy Voted: Withhold Dean M. Willard 02. TO RATIFY THE APPOINTMENT OF BDO Seidman, LLP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2010. Voted: For This Proposal. Amerigo Resources Ltd. Annual Meeting Meeting Date: 06/24/2010 for holders as of 04/28/2010 Exchange Ticker Symbol: ARREF Cusip: 03074G109 01. Directors: Voted: For Robert Gayton 02. Appointment of PricewaterhouseCoopers LLP as auditors of the company for the ensuing year and authorizing the directors to fix their remuneration. Voted: For this proposal 03. To transact any other business that may properly come before the meeting and any adjournment thereof. Voted: For this proposal Arlington Asset Investment Corp. Annual Meeting Meeting Date: 06/02/2010 for holders as of 04/05/2010 Exchange Ticker Symbol: AI Cusip: 041356205 01. Directors: Voted: For Eric F. Billings Voted: For Daniel J. Altobello Voted: For Peter A. Gallagher Voted: For Ralph S. Michael, III Voted: For Wallace L. Timmeny Voted: For J. Rock Tonkel, Jr. 02. Approval of the company's shareholder Rights Plan. Voted: Against this proposal 03. Approval of the company's 2010 Long-Term Incentive Plan. Voted: Against this proposal 04. Ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2010 Voted: For this proposal Aspen Insurance Holdings Limited Annual Meeting Meeting Date: 04/28/2010 for holders as of 03/01/2010 Exchange Ticker Symbol: AHL Cusip: G05384105 01. Directors: Voted: For Ian Cormack Voted: For Matthew Botein Voted: For Richard Bucknall Voted: For Peter O'Flinn 02. Proposal: To appoint KPMG Audit PLC. London, England, to act as the company's independent registered public accounting firm for the fiscal year ending December 31, 2010 and to authorize the Board of Directors through the audit committee to set the remuneration for the independent registered public accounting firm. Voted: For this proposal Audiovox Corporation Annual Meeting Meeting Date: 07/22/2010 for holders as of 06/01/2010 Exchange Ticker Symbol: VOXX Cusip: 050757103 01. Directors: Voted: For Paul C. Kreuch, JR Voted: For Dennis F. McManus Voted: For Peter A. Lesser Voted: For Phillip Christopher Voted: For John J. Shalam Voted: For Patrick M. Lavelle Voted: For Charles M. Stoehr 02. To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending February 28, 2011. Voted: For this proposal. Bassett Furniture Industries, Inc. Annual Meeting Meeting Date: 04/14/2010 for holders as of 02/22/2010 Exchange Ticker Symbol: BSET Cusip: 070203104 01. DIRECTOR(S): Voted: For PETER W. BROWN, M.D. Voted: For PAUL FULTON Voted: For HOWARD H. HAWORTH Voted: For G.W. HENDERSON, III Voted: For KRISTINA HERBIG Voted: For DALE C. POND Voted: For ROBERT H. SPILMAN, JR. Voted: For WILLIAM C. WAMPLER, JR. Voted: For WILLIAM C. WARDEN, JR. 02. Proposal to approve the company's 2010 Stock Incentive Plan. Voted: Against this proposal 03. Proposal to ratify the selection of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending November 27, 2010. Voted: For this proposal BOFI HOLDINGS, INC. Annual Meeting Meeting Date: 10/22/2009 for holders as of 09/10/2009. Exchange Ticker: BOFI Cusip: 05566U108 01. DIRECTOR(S): Voted: For Jerry F. Englert Voted: For Gregory Garrabrants Voted: For Paul Grinberg BOOKS-A-MILLION INC. Annual Meeting Meeting Date: 05/20/2010 for holders as of 03/26/2010 Exchange Ticker: BAMM Cusip: 098570104 01. DIRECTOR(S): Voted: For J. Barry Mason Voted: For William H. Rogers 02. To approve the third amendment to the 2005 Incentive Award Plan. Voted: Against this proposal. 03. To approve the second amendment to the 1999 amended and Restated Employee Stock Purchase Plan. Voted: Against this proposal. 04. To ratify the appointment of Grant Thornton LLP as the independent registered public accounting firm. Voted: For this proposal. BOWL AMERICA INCORPORATED Annual Meeting Meeting Date: 12/01/2009 for holders as of 10/15/2009 Exchange Ticker Symbol: BWL/A Cusip: 102565108 O1. DIRECTORS: Voted: For WARREN T. BRAHAM Voted: For ALLAN L. SHER BRANDYWINE REALTY TRUST Annual Meeting Meeting Date: 06/02/2010 for holders as of 04/05/2010 Exchange Ticker: BDN Cusip: 105368203 01. DIRECTOR(S): Voted: For Walter D'Alessio Voted: For Anthony A. Nichols, Sr. Voted: For Gerard H. Sweeney Voted: For D. Pike Aloian Voted: For Wyche Fowler Voted: For Michael J. Joyce Voted: For Charles P. Pizzi 02. Ratification of the audit committee's appointment of PricewaterhouseCoopers, LLP as our independent registered public accounting firm for calendar year 2010. Voted: For this proposal. 03. An amendment and restatement of our amended and restated 1997 Long-Term Incentive Plan to, among other things, increase the number of common shares of beneficial interest, par value $.01 per share, that may be issued or the subject of awards under the plan by 6,000,000 shares. Voted: Against this proposal. BRIGHAM EXPLORATION COMPANY Annual Meeting Meeting Date: 05/26/2010 for holders as of 04/15/2010 Exchange Ticker: BEXP Cusip: 109178103 01. DIRECTOR(S): Voted: For BEN M. BRIGHAM Voted: For DAVID T. BRIGHAM Voted: For HAROLD D. CARTER Voted: For STEPHEN C. HURLEY Voted: For STEPHEN P. REYNOLDS Voted: For HOBART A. SMITH Voted: For SCOTT W. TINKER 02. Approval of the appointment of KPMG LLP as the company's auditors for the fiscal year ending December 31, 2010. Voted: For this proposal. BRIGHAM EXPLORATION COMPANY Special Meeting Meeting Date: 10/07/2009 for holders as of 09/04/2009 Exchange Ticker: BEXP Cusip: 109178103 01. Approval of the proposal to amend the company's certificate of incorporation to increase the number of authorized shares of common stock from 90 million shares to 180 million shares. Voted: For this proposal 02. Approval of the proposal to amend the 1997 incentive plan to increase the number of shares of common stock available under the plan. Voted: Against this proposal Care Investment Trust Special Meeting Meeting Date: 01/28/2010 for holders as of 12/23/2009 Exchange Ticker Symbol: CRE Cusip: 141657106 01. Proposal: approval and adoption of the Plan of Liquidation of the company, including the sale of our assets and the dissolution of our company described therein. Voted: For this proposal 02. Proposal: approval of the proposal to permit the Board to adjourn the special meeting, if necessary, to permit further solicitation of proxies if there are not sufficient votes at the time of the special meeting to approve proposal 1. Voted: For this proposal COACHMEN INDUSTRIES, INC. Annual Meeting Meeting date: 04/29/2010 for Holders as of 03/15/2010 Exchange Ticker Symbol: COA Cusip: 189873102 O1. Directors: Voted: For Glenn J. Angiolillo Voted: For Avrum Gray Voted: For Robert S. Prather, Jr. 02. To amend the Articles of Incorporation of the company to change the name of the Company to All American Group, Inc. Voted: For this proposal 03. To transact such other business as may properly come before the meeting or any adjournment thereof. Voted: For this proposal Core-Mark Holding Company, Inc. Annual Meeting Meeting Date: 05/25/2010 for holders as of 03/29/2010 Exchange Ticker Symbol: CORE Cusip: 218681104 01. Directors: Voted: For Robert A. Allen Voted: For Stuart W. Booth Voted: For Gary F. Colter Voted: For L. William Krause Voted: For Harvey L. Tepner Voted: For Randolph I. Thornton Voted: For J. Michael Walsh 02. Approval of the Core-Mark 2010 Long-Term Incentive Plan. Voted: Against this proposal 03. To ratify the selection of Deloitte & Touche LLP as Core-Mark's independent registered public accounting firm to serve for the fiscal year ending December 31, 2010. Voted: For this proposal COVENANT TRANSPORTATION GROUP, INC. Annual Meeting Meeting Date: 05/06/2010 for holders as of 03/16/2010 Exchange Ticker: CVTI Cusip: 22284P105 01. Directors: Voted: For William T. Alt Voted: For Robert E. Bosworth Voted: For Bradley A. Moline Voted: For Neil B Nielson Voted: For David R. Parker 02. In their discretion, the attorneys and proxies are authorized to vote upon such other matters as may properly come before the meeting or any adjournment thereof. Voted: For this proposal CVR Energy, Inc. Annual Meeting Meeting Date: 05/19/2010 for holders as of 04/01/2010 Exchange Ticker Symbol: CVI Cusip: 12662P108 01. Directors: Voted: For John J. Lipinski Voted: For C. Scott Hobbs Voted: For Scott L. Lebovitz Voted: For George E. Matelich Voted: For Steve A. Nordaker Voted: For Stanley De J. Osborne Voted: For John K. Rowan Voted: For Joseph E. Sparano Voted: For Mark E. Tomkins 02. To ratify the selection of KPMG LLP as the company's independent registered public accounting firm for 2010. Voted: For this proposal DANA HOLDING CORP Annual Meeting Meeting Date: 04/28/2010 for holders as of 03/01/2010 Exchange Ticker: DAN Cusip: 235825205 01. Directors: Voted: For John M. Devine Voted: For Terrence J. Keating Voted: For James E. Sweetnam Voted: For Keith E. Wandell 02. To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm. Voted: For this proposal DELTA APPAREL, INC. Annual Meeting Meeting Date: 11/12/2009 for holders as of 09/18/2009 Exchange Ticker Symbol: DLA CUSIP: 247368103 01. DIRECTORS: Voted: For J. A. Cochran Voted: For W. F. Garrett Voted: For E. J. Gatewood Voted: For R. W. Humphreys Voted: For M. Lennon Voted: For E. E. Maddrey II Voted: For B. A. Mickel Voted: For D. Peterson Voted: For R. E. Staton 02. Proposal to ratify selection of Ernst & Young LLP as independent registered public accounting firm of Delta apparel, Inc. for fiscal year 2010. Voted: For This Proposal. Diamondrock Hospitality Co Annual Meeting Meeting Date: 04/28/2010 for holders as of 03/03/2010 Exchange Ticker Symbol: DRH CUSIP: 252784301 01. DIRECTORS: Voted: For William W. McCarten Voted: For Daniel J. Altobello Voted: For W. Robert Grafton Voted: For Maureen L. McAvey Voted: For Gilbert T. Ray Voted: For John L. Williams Voted: For Mark W. Brugger 02. Proposal to ratify the appointment of KPMG LLP as the independent auditors for Diamondrock Hospitality Company for the fiscal year ending December 31, 2020. Voted: For This Proposal. DILLARD'S, INC. Annual Meeting Meeting Date: 05/15/2010 for holders as of 03/31/2010 Exchange Ticker Symbol: DDS CUSIP: 254067101 01. DIRECTOR (S): Voted: For R. Brad Martin Voted: For Frank R. Mori Voted: For J.C. watts, Jr. Voted: For Nick White 02. Proposal to ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the company for fiscal year 2010. Voted: For This Proposal. DUCKWALL-ALCO STORES, INC. Annual Meeting Meeting Date: 06/03/2010 for holders as of 04/23/2010 Exchange Ticker Symbol: DUCK CUSIP: 264142100 01. DIRECTOR (S): Voted: For ROYCE WINSTEN Voted: For RAYMOND A.D. FRENCH Voted: For JAMES G. HYDE Voted: For DENNIS E. LOGUE Voted: For LOLAN C. MACKEY 02. RATIFICATION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR THE COMPANY FOR THE FISCAL YEAR ENDING JANUARY 31, 2011. Voted: For This Proposal. FBR Capital Markets Corporation Annual Meeting Meeting Date: 06/03/2010 for Holders 04/09/2010 Exchange Ticker Symbol: FBCM Cusip: 30247C301 01. Directors: Voted: For Eric F. billings Voted: For Richard J. Hendrix Voted: For Thomas J. Hynes, Jr. Voted: For Adam J. Klein Voted: For Richard A. Kraemer Voted: For Ralph s. Michael, III Voted: For Thomas S. Murphy, Jr. Voted: For Arthur J. Reimers 02. To approve an amendment to the company's 2006 Long-Term Incentive plan to increase by 9,000,000 shares the maximum number of shares authorized for issuance thereunder. Voted: Against this proposal 03. To approve an amendment to the company's 2006 Long-Term Incentive Plan allowing for a one-time stock option exchange program. Voted: Against this proposal 04. To ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ending December 31, 2010. Voted: For this proposal FIRST FEDERAL OF NORTHERN MI BANCORP INC Annual Meeting Meeting Date: 05/19/2010 for Holders 03/12/2010 Exchange Ticker Symbol: FFNM Cusip: 32021X105 01. Directors: Voted: For Keith D. Wallace Voted: For Michael W. Mahler 02. The ratification of the appointment of Plante & Moran, PLLC as independent registered public accountants for the year ending December 31, 2010. Voted: For This proposal FISHER COMMUNICATIONS INC. Annual Meeting Meeting Date: 05/12/2009 for Holders 03/19/2010 Exchange Ticker Symbol: FSCI Cusip: 337756209 01. Directors: Voted: For Colleen B. Brown Voted: For Donald G. Graham, III Voted: For Brian P. McAndrews 02. Ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2010. Voted: For this proposal 03. Shareholder proposal requesting that our board take the necessary steps to increase the size of our Board of directors to twelve(12) Directors. Voted: Against this proposal 04. Shareholder proposal amending our By-Laws to require shareholder approval of certain company acquisitions. Voted: Against this proposal Frequency Electronics, Inc. Annual Meeting Meeting Date: 10/06/2009 for Holders 08/21/2009 Exchange Ticker Symbol: FEIM Cusip: 358010106 01. Directors: Voted: For General Joseph P. Frank Voted: For Martin B. Bloch Voted: For Joel Girsky Voted: For E. Donald Shapiro Voted: For Admiral S. Robert Foley Voted: For Richard Schwartz 02. To consider and act upon ratifying the appointment of Eisner LLP as independent auditors for the fiscal year commencing May 1, 2009. Voted: For This proposal Gulfmark Offshore, Inc. Annual Meeting Meeting Date: 06/08/2010 for holders as of 04/23/2010 Exchange Ticker Symbol: GLF Cusip: 402629208 01. Directors: Voted: For Peter I. Bijur Voted: For David J. Butters Voted: For Brian R. Ford Voted: For Louis S. Gimbel, 3rd Voted: For Sheldon S. Gordon Voted: For Robert B. Millard Voted: For Robert T. O'Connell Voted: For Rex C. Ross Voted: For Bruce a. Streeter 02. To vote on a proposal to adopt the Gulfmark Offshore, Inc. 2010 Omnibus Equity Incentive Plan. Voted: Against this proposal 03. To vote on a proposal to ratify the selection of UHY LLP as the company's independent public accountants for the fiscal year ending December 31, 2010. Voted: For this proposal HARDINGE INC. Annual Meeting Meeting Date: 05/04/2010 for holders as of 03/09/2010 Exchange Ticker Symbol: HDNG Cusip: 412324303 01. Directors: Voted: For Mitchell I. Quain Voted: For Kyle H. Seymour Voted: For Richard L. Simons 02. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT AUDITOR FOR 2010. Voted: For this proposal HASTINGS ENTERTAINMENT, INC. Annual Meeting Meeting Date: 06/02/2010 for holders as of 04/09/2010 Exchange Ticker Symbol: HAST Cusip: 418365102 01. Directors: Voted: For Ann S. Lieff Voted: For Danny W. Gurr 02. Proposal to approve the adoption of the 2010 Incentive Stock Plan. Voted: Against this proposal 03. Approval of an employee stock option exchange program. Voted: Against this proposal 04. Ratification of the appointment of independent registered public accounting firm. Voted: For this proposal Hornbeck Offshore Services, Inc. Annual Meeting Meeting Date: 06/24/2010 for holders as of 04/26/2010 Exchange Ticker Symbol: HOS Cusip: 440543106 01. Directors: Voted: For Bruce W. Hunt Voted: For Bernie W. Stewart 02. To approve amendment to the second amended and restated Hornbeck Offshore Services, Inc. Incentive Compensation Plan. Voted: Against this proposal 03. To ratify the reappointment of Ernst & Young, LLP as the company's independent registered public accountants and auditors for the fiscal year 2010. Voted: For this proposal HORSEHEAD HOLDING CORP Annual Meeting Meeting Date: 05/07/2010 for holders as of 03/24/2010 Exchange Ticker Symbol: ZINC Cusip: 440694305 01. Directors: Voted: For James M. Hensler 02. To ratify the appointment of Grant Thornton LLP as Horsehead Holding Corp.'s independent registered accounting firm. Voted: For this proposal HRPT PROPERTIES TRUST Annual Meeting Meeting Date: 04/14/2010 for holders as of 02/19/2010 Exchange Ticker Symbol: HRP Cusip: 40426W101 01. To elect the nominee named in our proxy statement to our Board of Trustees as the independent trustee in group III. Nominee: Patrick F. Donelan. Voted: For this proposal 02. To approve an amendment to our declaration of trust to change the vote required to elect trustees in uncontested elections to the affirmative vote of a majority of the votes cast. Voted: For this proposal 03. To approve an amendment to our declaration of trust to delete certain restrictions upon the timing of our communications with shareholders. Voted: For this proposal 04. To ratify the appointment of Ernst & Young LLP as our independent registered accounting firm for the fiscal year ending December 31, 2010. Voted: For this proposal HUTTIG BUILDING PRODUCTS, INC. Annual Meeting Meeting Date: 04/19/2010 for holders as of 02/19/2010 Exchange Ticker Symbol: HBP Cusip: 448451104 01. Directors: Voted: For E. Thayer Bigelow Voted: For Richard s. Forte Voted: For Jon P. Vrabely 02. RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2010. Voted: For this proposal Imperial Sugar Company Annual Meeting Meeting Date: 01/29/2010 for holders as of 12/07/2009 Exchange Ticker Symbol: IPSU CUSIP: 453096208 01. Directors: Voted: For James J. Gaffney Voted: For Yves-Andre Istel Voted: For Ronald C. Kesselman 02. Proposal to ratify the appointment of Deloitte & touche LLP as the company's independent registered public accounting firm for its fiscal year ending September 30, 2010. Voted: For this proposal. 03. In their discretion, upon such other matters that may properly come before the meeting or any adjournment or adjournments thereof. Voted: For this proposal. J. ALEXANDER'S CORPORATION Annual Meeting Meeting Date: 05/25/2010 For Holders 03/31/2010 Exchange Ticker Symbol: JAX Cusip: 466096104 01. Directors: Voted: For T. DUNCAN Voted: For B. RECTOR Voted: For B. REED Voted: For J. STEAKLEY Voted: For L. STOUT II 02. To ratify the appointment of KPMG LLP as the company's independent registered accounting firm for fiscal year 2010. Voted: For this proposal LODGIAN, INC. Special Meeting Meeting Date: 04/15/2010 for holders as of 03/10/2010 Exchange Ticker Symbol: LGN CUSIP: 54021P403 01. To adopt the agreement and plan of merger, dated as of January 22, 2010, by and among Lodgian, Inc., LSREF Lodging Investments, LLC and LSREF Lodging Merger Co., Inc. and approve the merger of LSREF Lodging Merger Co., Inc. with and into Lodgian, Inc. and the other transactions contemplated by the merger agreement. Voted: For This Proposal. 02. To approve the adjournment or postponement of the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to adopt the merger agreement and approve the merger and the other transactions contemplated by the merger agreement. Voted: For this proposal. Magnum Hunter Resources Corporation Special Meeting Meeting held on 06/28/2010 for holders as of 04/30/2010 Exchange Ticker Symbol: MHR/PC CUSIP: 55973B201 01. Approve an amendment to the certificate of designation of the rights and preferences of 10.25% series C cumulative perpetual preferred stock ("Series C preferred stock") to increase the number of shares of series C preferred stock authorized thereunder to 4,000,000. Voted: For this proposal Marlin Business services Corp. Annual Meeting Meeting held on 05/25/2010 for holders as of 03/31/2010 Exchange Ticker Symbol: MRLN CUSIP: 571157106 01. Directors: Voted: For John J. Calamari Voted: For Lawrence J. Deangelo Voted: For Daniel P. Dyer Voted: For Edward Grzedzinski Voted: For Kevin J. McGinty Voted: For Matthew J. Sullivan Voted: For J. Christopher Teets Voted: For James W. Wert MEDALLION FINANCIAL CORP. Annual Meeting Meeting held on 06/11/2010 for holders as of 04/21/2010 Exchange Ticker Symbol: TAXI CUSIP: 583928106 01. Directors: Voted: For Mario M. Cuomo Voted: For Andrew M. Murstein Voted: For Lowell P. Weicker, Jr. 02. Proposal to ratify the appointment of Weiser LLP as Medallion Financial Corp.'s independent registered public accounting firm. Voted: For this proposal 03. Proposal to approve a non-binding advisory resolution regarding executive compensation. Voted: Against this proposal 04. Proposal to approve the adoption of Medallion Financial Corp.'s 2009 Employee Restricted Stock Plan. Voted: Against this proposal Mercer international Inc. Annual Meeting Meeting Date: 06/01/2010 for holders as of 04/13/2010 Exchange Ticker Symbol: MERC CUSIP: 588056101 01. Directors: Voted: For Jimmy S.H. Lee Voted: For Kenneth A. Shields Voted: For William D. McCartney Voted: For Guy W. Adams Voted: For Eric Lauritzen Voted: For Graeme A. Witts Voted: For George Malpass 02. Ratification of the selection of PricewaterhouseCoopers LLP as independent auditors. Voted: For This Proposal. 03. Approval of the 2010 Stock Incentive Plan. Voted: Against this proposal Mirant Corporation Annual Meeting Meeting Date: 05/06/2010 for holders as of 03/08/2010 Exchange Ticker Symbol: MIR CUSIP: 60467R100 01. Directors: Voted: For Thomas W. Cason Voted: For A.D. (Pete) Correll Voted: For Terry G. Dallas Voted: For Thomas H. Johnson Voted: For John T. Miller Voted: For Edward r. Muller Voted: For Robert C. Murray Voted: For William L. Thacker 02. Ratification of appointment of KPMG LLP as independent registered public accounting firm for 2010. Voted: For This Proposal. 03. Stockholder rights Plan Voted: For this proposal 04. Material terms of the performance goals included in the Mirant Corporation 2005 Omnibus Incentive compensation Plan Voted: For this proposal 05. Stockholder proposal regarding quantitative goals for reducing total greenhouse gas emissions Voted: Against this proposal MOD-PAC CORPORATION Annual Meeting Meeting Date: 05/05/2010 for holders as of 03/12/2010 Exchange Ticker Symbol: MPAC Cusip: 607495108 01. Directors: Voted: For William G. Gisel Jr. Voted: For Daniel G. Keane Voted: For Kevin T, Keane Voted: For Robert J. McKenna Voted: For Howard Zemsky O2. Ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for the company for the current Fiscal Year. Voted: For this proposal O3. To consider and vote upon a shareholder proposal recommending the Board of directors take action to convert all of the company's shares of class B stock into shares of common stock. Voted: Against this proposal OLD REPUBLIC INTERNATIONAL CORPORATION Annual Meeting Meeting Date: 05/28/2010 for holders as of 03/29/2010 Exchange Ticker Symbol: ORI CUSIP: 680223104 01. Directors: Voted: For Jimmy A. Dew Voted: For John M. Dixon Voted: For Dennis P. van Mieghem 02. To approve an amendment to the Old Republic International Corporation 2006 Incentive compensation Plan. Voted: Against This Proposal. OMEGA PROTEIN CORPORATION Annual Meeting Meeting Date: 06/15/2010 for holders as of 04/20/2010 Exchange Ticker Symbol: OME CUSIP: 68210P107 01. Directors: Voted: For Paul M. Kearns Voted: For J.L. Von Rosenberg III 02. Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the company's fiscal year ending December 31, 2010. Voted: For This Proposal. Penn Millers Holding Corporation Annual Meeting Meeting Date: 05/12/2010 for holders as of 03/17/2010 Exchange Ticker Symbol: PMIC CUSIP: 707561106 01. DIRECTORS: Voted: For John L. Churnetski Voted: For John M. Coleman Voted: For Robert A. Nearing, Jr. 02. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the 2010 fiscal year. Voted: For This Proposal. 03. To approve the Penn Millers Holding corporation Stock Incentive Plan. Voted: For This Proposal. The Pep Boys - Manny, Moe & Jack Annual Meeting Meeting Date: 06/17/2010 for holders as of 04/09/2010 Exchange Ticker Symbol: PBY CUSIP: 713278109 01. DIRECTORS: Voted: For Jane Scaccetti Voted: For John T. Sweetwood Voted: For M. Shan Atkins Voted: For Robert H. Hotz Voted: For James A. Mitarotonda Voted: For Nick White Voted: For James A. Williams Voted: For Irvin D. Reid Voted: For Michael R. Odell Voted: For Max L. Lukens 02. The ratification of the appointment of our independent registered public accounting firm. Voted: For This Proposal. 03. The approval of the amendment and restatement of our 2009 Stock Incentive Plan, as more fully described in proxy statement. Voted: Against This Proposal. 04. A shareholder proposal regarding the vote required to amend our bylaws, if presented by its proponent. Voted: Against This Proposal. PMA CAPITAL CORPORATION Annual Meeting Meeting Date: 05/05/2010 for holders as of 03/10/2010 Exchange Ticker Symbol: PMACA CUSIP: 693419202 01. DIRECTORS: Voted: For Patricia a. Drago Voted: For J. Gregory Driscoll Voted: For Richard Lutenski 02. Approve the adoption of a section 382 Shareholder Rights Plan Voted: Against This Proposal. 03. Ratification of Parentebeard LLC as independent auditors for 2010 Voted: For This Proposal. Post Properties, Inc. Annual Meeting Meeting Date: 05/19/2010 for holders as of 03/22/2010 Exchange Ticker Symbol: PPS CUSIP: 737464107 01. DIRECTORS: Voted: For Robert C. Goddard, III Voted: For Douglas Crocker II Voted: For David P. Stockert Voted: For Herschel M. Bloom Voted: For Walter M. Deriso, Jr. Voted: For Russell R. French Voted: For Dale Anne Reiss Voted: For Stella F. Thayer Voted: For Ronald De Waal 02. To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounts for 2010 Voted: For This Proposal. SPECIALTY UNDERWRITERS' ALLIANCE, INC. Special Meeting Meeting Date: 11/10/2009 for holders as of 09/25/2009 Exchange Ticker Symbol: SUAI CUSIP: 84751T309 01. To adopt the amended and restated agreement and plan of merger (the "merger Agreement') executed on July 22, 2009 and effective as of June 21, 2009, among Specialty Underwriters' Alliance, Inc., a Delaware corporation, tower Group, Inc., a Delaware Corporation ("Tower") and tower S.F. Merger corporation, a Delaware Corporation, a wholly owned subsidiary of Tower. Voted: For this Proposal 02. To approve the adjournment or postponement of the special meeting for the solicitation of additional proxies in the event there are not sufficient votes present, in person or represented by proxy, at the time of the special meeting to adopt the merger agreement. Voted: For this Proposal SUPERIOR INDUSTRIES INTERNATIONAL, INC. Annual Meeting Meeting Date: 05/21/2010 for holders as of 03/22/2010 Exchange Ticker Symbol: SUP CUSIP: 868168105 01. DIRECTOR (S): Voted: For Sheldon I. Ausman Voted: For V. Bond Evans Voted: For Michael J. Joyce 02. Approval OF By-Law amendment to reduce Board size. Voted: For this Proposal 03. Approval of shareholder proposal to change voting standard for Director elections. Voted: Against this Proposal SYPRIS SOLUTIONS, INC. Annual Meeting Meeting Date: 05/11/2010 for holders as of 03/17/2010 Exchange Ticker: SYPR Cusip: 871655106 01. Directors: Voted: For R. Scott Gill Voted: For Robert Sroka 02. Approval OF 2010 Sypris Omnibus Plan Voted: Against this Proposal TANDY BRANDS ACCESSORIES, INC. Annual Meeting Meeting Date: 10/27/2009 for holders as of 09/10/2009 Exchange Ticker Symbol: TBAC CUSIP: 875378101 01. DIRECTORS: Voted: For Dr. James F. Gaertner Voted: For R.R. Hemminghaus Voted: For George C. Lake Voted: For N.R. McGeachy, III Voted: For Gene Stallings 02. To ratify the appointment of Ernst & Young LLP as independent auditor for fiscal 2010. Voted: For this proposal. TECUMSEH PRODUCTS COMPANY Contested Annual Meeting Meeting Date: 08/14/2009 for holders as of 07/09/2009 Exchange Ticker Symbol: TECUA Cusip: 878895200 01. The proposal to amend the company's Articles of incorporation in order to (X) Reclassify and convert each non-voting share of Class A common stock into one common share, each entitled to one vote per share and (Y) Reclassify and convert each voting share of Class B common stock into 1.1 common shares, each entitled to one vote per share. Voted: For this proposal TECUMSEH PRODUCTS COMPANY Contested Annual Meeting Meeting Date: 08/14/2009 for holders as of 07/09/2009 Exchange Ticker Symbol: TECUB Cusip: 878895101 01. Director: Voted: For Leonard M. Anthony Voted: For William E. Aziz Voted: For David A. Bloss, Sr. Voted: For Edwin L. Buker Voted: For Jeffry N. Quinn Voted: For William R. Barker Voted: For Greg C. Smith 02. The proposal to amend the company's Articles of incorporation in order to (X) Reclassify and convert each non-voting share of Class A common stock into one common share, each entitled to one vote per share and (Y) Reclassify and convert each voting share of Class B common stock into 1.1 common shares, each entitled to one vote per share. Voted: For this proposal 03. The proposal to ratify the appointment of Grant Thornton LLP as the company's independent accountant. Voted: For this proposal 04. The shareholder proposal to have company shareholders vote to ratify the compensation of the named executive officers. Voted: Against this proposal TECUMSEH PRODUCTS COMPANY Annual Meeting Meeting Date: 04/28/2010 for holders as of 03/02/2010 Exchange Ticker Symbol: TECUB Cusip: 878895101 01. Director: Voted: For Kent B. Herrick Voted: For David M. Goldberg Voted: For Steven J. Lebowski Voted: For Terence C. Seikel Voted: For Zachary E. Savas 02. The proposal to ratify the appointment of Grant Thornton LLP as the company's independent accountant for the current year. Voted: For this proposal 03. The proposal to approve the executive compensation policies and procedures we employ, as described in the compensation discussion and analysis and the tabular disclosure regarding named executive officer compensation (together with the accompanying narrative disclosure) contained in this proxy statement. Voted: For this proposal TESORO CORPORATION Annual Meeting Meeting Date: 06/04/2010 for holders as of 04/12/2010 Exchange Ticker Symbol: TSO CUSIP: 881609101 01. Directors: Voted: For Rodney F. Chase Voted: For Gregory J. Goff Voted: For Robert W. Goldman Voted: For Steven H. Grapstein Voted: For William J. Johnson Voted: For J.W. Nokes Voted: For Donald H. Schmude Voted: For Michael E. Wiley 02. Ratification of the appointment of Ernst & Young LLP as the company's independent auditors for fiscal year 2010. Voted: For this proposal. THOMAS PROPERTIES GROUP, INC. Annual Meeting Meeting Date: 05/26/2010 for holders as of 04/19/2010 Exchange Ticker Symbol: TPGI CUSIP: 884453101 01. Directors: Voted: For James a. Thomas Voted: For R. Bruce Andrews Voted: For Edward d. Fox Voted: For John L. Goolsby Voted: For Winston H. Hickox Voted: For Randall L. Scott Voted: For John R. Sischo 02. Ratification of the selection of Ernst & Young LLP as independent auditors of the company for the year ending December 31, 2010. Voted: For this proposal. Tower Group, Inc. Annual Meeting Meeting Date: 05/12/2010 for holders as of 03/16/2010 Exchange Ticker Symbol: TWGP CUSIP: 891777104 01. Directors: Voted: For Charles A. Bryan Voted: For Robert S. Smith 02. Ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year 2010. Voted: For thi proposal. 03. Such other business as may properly come before the meeting or any adjournment thereof. Voted: For this proposal. Ultrapetrol (Bahamas) Limited Annual Meeting Meeting Date: 10/21/2009 for holders as of 09/09/2009 Exchange Ticker Symbol: ULTR CUSIP: P94398107 01. To vote For, Against or Withhold from voting on the approval of the financial statements of the company for the year ended 31 December, 2008 and the Auditors report thereon. Voted: For this proposal. 02. Directors: Voted: For Felipe Menendez Ross Voted: For Ricardo Menendez Ross Voted: For James F. Martin Voted: For Teseo Bergoglio Voted: For Leonard J. Hoskinson Voted: For Michael C. Hagan Voted: For George Wood 03. to ratify and confirm all acts, transactions and proceedings of directors, officers and employees of the company for the financial year ended 31 December, 2008 and indemnifying the directors, officers and employees against all claims, actions and proceedings that may be brought against them as a result of any act performed or omitted by any of them. Voted: For this proposal. UNIFI, INC. Annual Meeting Meeting Date: 10/28/2009 for holders as of 09/08/2009 Exchange Ticker: UFI Cusip: 904677101 01. DIRECTORS: Voted: For WILLIAM J. ARMFIELD, IV. Voted: For R. ROGER BERRIER, JR. Voted: For Archibald Cox, Jr. Voted: For WILLIAM L. JASPER Voted: For KENNETH G. LANGONE Voted: For CHIU CHENG ANTHONY LOO Voted: For GEORGE R. PERKINS, JR. Voted: For WILLIAM M. SAMS Voted: For Michael Sileck Voted: For G. ALFRED WEBSTER Voted: For STEPHEN WENER Universal Stainless & Alloy Prods., Inc. Annual Meeting Meeting Date: 05/19/2010 for holders as of 03/23/2010 Exchange Ticker Symbol: USAP CUSIP: 913837100 01. Directors: Voted: For Christopher L. Ayers Voted: For Dougla M. Dunn Voted: For M. David Kornblatt Voted: For Dennis M. Oates Voted: For Udi Toledano 02. Approval of an amendment to the company's Stock Incentive Plan to reserve an additional 400,000 shares of common stock for issuance under the plan. Voted: For this proposal. 03. Ratification of the appointment of Schneider Downs & Co., Inc. as the company's independent registered public accounts for 2010. Voted: For this proposal. VESTIN REALTY MORTGAGE I, INC. Annual Meeting Meeting date: 06/02/2010 for holders as of 04/16/2010 Exchange Ticker Symbol: VRTA CUSIP: 925490104 01. Directors: Voted: For Kenneth a. Seltzer 02. To ratify the appointment of JLK Partners, LLP as independent registered public accountants of the company for the fiscal year ending December 31, 2010. Voted: For this proposal. Western Refining, Inc. Annual Meeting Meeting date: 05/25/2010 for holders as of 03/26/2010 Exchange Ticker Symbol: WNR CUSIP: 959319104 01. Directors: Voted: For William D. Sanders Voted: For Ralph a. Schmidt Voted: For Jeff A. Stevens 02. To ratify the appointment of Deloitte & Touche LLP as the company's independent auditors for fiscal year 2010. Voted: For this proposal. 03. Consider and vote on a Board Proposal to approve the 2010 Incentive Plan of Western Refining, Inc. Voted: Against this proposal. YAMANA GOLD INC. Annual Meeting Meeting Date: 05/05/2010 for holders as of 03/12/2010 Exchange Ticker Symbol: AUY CUSIP: 98462Y100 A. Directors: Voted: For PETER MARRONE Voted: For PATRICK J. MARS Voted: For JUVENAL MESQUITA FILHO Voted: For ANTENOR F. SILVA, JR. Voted: For NIGEL LEES Voted: For DINO TITARO Voted: For JOHN BEGEMAN Voted: For ROBERT HORN Voted: For RICHARD GRAFF Voted: For CARL RENZONI Voted: For ALEXANDER DAVIDSON B. IN RESPECT OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS Voted: For this Proposal.